Searches, Certificates. a. Lender shall, prior to or at Closing, and thereafter as Lender may determine from time to time, at Borrower's expense, obtain the following searches (the results of which are to be consistent with the warranties made by Borrower in this Agreement): i. UCC searches with the Secretary of State and local filing office of each state where Borrower is organized, maintains its executive office, a place of business, or assets; and ii. Judgment, state and federal tax lien and corporate tax lien searches, in all applicable filing offices of each state searched under subparagraph (i) above. b. Borrower shall, prior to or at Closing and at its expense, obtain and deliver to Lender good standing certificates showing Borrower to be in good standing in its state of organization and in each other state in which it is doing and presently intends to do business for which qualification is required.
Appears in 3 contracts
Samples: Loan and Security Agreement (WPCS International Inc), Loan and Security Agreement (Empire Resorts Inc), Loan and Security Agreement (American Technical Ceramics Corp)
Searches, Certificates. a. Lender shall, prior to or at Closing, and thereafter as Lender may determine from time to time, at Borrower's ’s expense, obtain the following searches (the results of which are to be consistent with the warranties made by Borrower in this Agreement):
i. UCC searches with the Secretary of State and local filing office of each state where Borrower is organized, maintains its executive office, a place of business, or assets; and
ii. Judgment, state and federal tax lien and corporate tax lien searches, in all applicable filing offices of each state searched under subparagraph (i) above.
b. Borrower shall, prior to or at Closing and at its expense, obtain and deliver to Lender good standing certificates showing Borrower to be in good standing in its state of organization and in each other state in which it is doing and presently intends to do business for which qualification is required.
Appears in 2 contracts
Samples: Loan and Security Agreement ('Mktg, Inc.'), Loan and Security Agreement (Colony Rih Holdings Inc)
Searches, Certificates. a. Lender shall, prior to or at Closing, and thereafter as Lender may determine from time to time, at Borrower's Borrowers’ expense, obtain the following searches (the results of which are to be consistent with the warranties made by Borrower Borrowers in this Agreement):
i. UCC searches with the Secretary of State and local filing office of each state where each Borrower is organized, maintains its executive office, a place of business, or assets; and
ii. Judgment, state and federal tax lien and corporate tax lien searches, in all applicable filing offices of each state searched under subparagraph (i) above.
b. Each Borrower shall, prior to or at Closing and at its expense, obtain and deliver to Lender good standing certificates showing such Borrower to be in good standing in its state of organization and in each other state in which it is doing and presently intends to do business for which qualification is required.
Appears in 2 contracts
Samples: Loan and Security Agreement (Amerinac Holding Corp.), Loan and Security Agreement (Amerinac Holding Corp.)
Searches, Certificates. a. Lender shall, prior to or at Closing, and thereafter as Lender may determine from time to time, at Borrower's ’s expense, obtain the following searches (the results of which are to be consistent with the warranties made by Borrower in this Agreement):
i. UCC searches with the Secretary of State and local filing office of each state where Borrower Xxxxxxxx is organized, maintains its executive office, a place of business, or assets; and
ii. Judgment, state and federal tax lien and corporate tax lien searches, in all applicable filing offices of each state searched under subparagraph (i) above.
b. Borrower shall, prior to or at Closing and at its expense, obtain and deliver to Lender good standing certificates showing Borrower to be in good standing in its state of organization and in each other state in which it is doing and presently intends to do business for which qualification is required.
Appears in 1 contract
Searches, Certificates. a. (a) Lender shall, prior to or at Closing, and thereafter as Lender may determine from time to time, at Borrower's expense, obtain the following searches (the results of which are to be consistent with the warranties made by Borrower in this Agreement):
i. (i) UCC searches with the Secretary of State and local filing office of each state where Borrower is organized, maintains its executive office, a place of business, or assets; and
(ii. ) Judgment, state and federal tax lien and corporate tax lien searches, in all applicable filing offices of each state searched under subparagraph (i) above.
b. (b) Borrower shall, prior to or at Closing and at its expense, obtain and deliver to Lender good standing certificates showing Borrower to be in good standing in its state of organization and in each other state in which it is doing and presently intends to do business for which qualification is required.
Appears in 1 contract
Samples: Loan and Security Agreement (Lakeland Industries Inc)