Subsidiary Documents. On or before the Closing Date, the Company shall deliver or cause to be delivered to the Administrative Agent for the Lenders the following for each Subsidiary of the Company that is a Loan Party (which may be waived by the Administrative Agent for any Subsidiary with respect to the items described in clause (i) below), each, unless otherwise noted, dated the Closing Date: (i) Certified copies of the Organizational Certificate, together with a good standing certificate from the applicable Governmental Authority of its jurisdiction of incorporation, organization or formation, and each state in which a Real Property Asset of such Subsidiary is located, each dated a recent date prior to the Closing Date; (ii) Copies of the Organizational Documents of such Subsidiary, certified as of the Closing Date by its corporate secretary or an assistant secretary; (iii) Copies of the Organizational Authorizations of such Subsidiary approving and authorizing the execution, delivery and performance of the Transaction Documents to which such Subsidiary is party that are to be delivered on the Closing Date, certified as of the Closing Date by its corporate secretary or an assistant secretary as being in full force and effect without modification or amendment; (iv) Incumbency certificates of its officers executing the Subsidiary Guaranty and the other Transaction Documents to which such Subsidiary is party; (v) Executed originals of the other Loan Documents to which such Subsidiary is party that are to be delivered on the Closing Date; and (vi) Certified copies of each of the other Transaction Documents to which such Subsidiary is a party.
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Samples: Second Lien Credit Agreement (Transportation Technologies Industries Inc), Credit Agreement (Transportation Technologies Industries Inc)
Subsidiary Documents. On or before the Closing Date, the Company shall deliver or cause to be delivered to the Administrative Agent for the Lenders the following for each Subsidiary of the Company that is a Loan Party (which may be waived by the Administrative Agent for any Subsidiary with respect to the items described in clause (i) below), each, unless otherwise noted, dated the Closing Date:
(i) Certified certified copies of the its Organizational Certificate, together with a good standing certificate from the applicable Governmental Authority of its jurisdiction of incorporation, organization or formation, and each state in which a any of its Real Property Asset of such Subsidiary Assets are located, and each other state in which it is locatedqualified as a foreign corporation or other entity to do business, each dated a recent date prior to the Closing Date;
(ii) Copies copies of the its Organizational Documents of such SubsidiaryDocuments, certified as of the Closing Date by its corporate secretary or an assistant secretary;
(iii) Copies copies of the its Organizational Authorizations of such Subsidiary approving and authorizing the execution, delivery and performance of the Subsidiary Guaranty and the other Transaction Documents to which such Subsidiary it is party or by which it or its assets may be bound that are to be delivered on the Closing Date, certified as of the Closing Date by its corporate secretary or an assistant secretary as being in full force and effect without modification or amendment;
(iv) Incumbency incumbency certificates of its officers executing the Subsidiary Guaranty and the other Transaction Documents to which such Subsidiary it is partya party as of the Closing Date;
(v) Executed executed originals of the Subsidiary Guaranty, as the case may be, and the other Loan Documents to which such Subsidiary it is a party that are to be delivered on the Closing Date;
(vi) certified copies of each of the other Transaction Documents to which it is a party that are to be delivered on the Closing Date; and
(vivii) Certified copies of each of such other documents as the other Transaction Documents to which such Subsidiary is a partyAdministrative Agent may reasonably request.
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Subsidiary Documents. On or before the Closing Date, the Company shall deliver or cause to be delivered to the Administrative Agent for the Lenders the following for each Subsidiary of the Company that is a Loan Party Guarantor (which may be waived by the Administrative Agent Agents for any Subsidiary Subsidiaries of Company with respect to the items described in clause (i) below)) after giving effect to the Recapitalization Transactions, each, unless otherwise noted, dated the Closing Date:
(i) Certified copies of the Organizational Certificate, together with a good standing certificate from the applicable Governmental Authority of its jurisdiction of incorporation, organization or formation, formation and each other jurisdiction in which it is qualified as a foreign corporation or other entity to do business (except any such state in which failure to be qualified could not reasonably be expected to have a Real Property Asset of such Subsidiary is locatedMaterial Adverse Effect), each dated a recent date prior to the Closing Date;
(ii) Copies of the Organizational Documents of such SubsidiarySubsidiary Guarantor, certified as of the Closing Date by its corporate secretary or an assistant secretary;
(iii) Copies of the Organizational Authorizations of such Subsidiary Guarantor approving and authorizing the execution, delivery and performance of the Subsidiary Guaranty and the other Loan Documents and the Transaction Documents to which such Subsidiary Guarantor is party that are to be delivered on the Closing Dateparty, certified as of the Closing Date by its corporate secretary or an assistant secretary as being in full force and effect without modification or amendment;
(iv) Incumbency certificates of its officers executing the Subsidiary Guaranty Guaranty, and the other Transaction Loan Documents to which such Subsidiary is party;
(v) Executed originals of the Subsidiary Guaranty, and the other Loan Documents to which such Subsidiary Guarantor is party that are to be delivered on the Closing Date; andparty;
(vi) Certified copies of each of the other Transaction Documents to which such Subsidiary Guarantor is a party; and
(vii) Such other documents as the Administrative Agent may reasonably request.
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Samples: Credit Agreement (Microclock Inc)
Subsidiary Documents. On or before the Closing Date, the Company ChipPAC shall deliver or cause to be delivered to the Administrative Agent for the Lenders the following for each Subsidiary of the its Subsidiaries other than Company that is a Loan Party (which may be waived by the Administrative Agent Agents for any Subsidiary Subsidiaries of ChipPAC with respect to the items described in clause (i) below)) after giving effect to the Recapitalization Transactions, each, unless otherwise noted, dated the Closing Date:
(i) Certified copies of the Organizational Certificate, together with a good standing certificate (to the extent such a certificate is applicable and available in the relevant jurisdiction) from the applicable Governmental Authority of its jurisdiction of incorporation, organization or formation, formation and each other jurisdiction in which it is qualified as a foreign corporation or other entity to do business (except any such state in which failure to be qualified could not reasonably be expected to have a Real Property Asset of such Subsidiary is locatedMaterial Adverse Effect), each dated a recent date prior to the Closing Date;
(ii) Copies of the Organizational Documents of such Subsidiary, certified as of the Closing Date by its corporate secretary or an assistant secretary;
(iii) Copies of the Organizational Authorizations of such Subsidiary approving and authorizing the execution, delivery and performance of the Guaranty, as applicable, and the other Loan Documents and the Transaction Documents to which such Subsidiary is party that are to be delivered on the Closing Dateparty, certified as of the Closing Date by its corporate secretary or an assistant secretary as being in full force and effect without modification or amendment;
(iv) Incumbency certificates of its officers executing the Subsidiary Guaranty Guaranty, as applicable, and the other Transaction Loan Documents to which such Subsidiary is party;
(v) Executed originals of the Guaranty and the other Loan Documents to which such Subsidiary is party that are to be delivered on the Closing Dateparty; and
(vi) Certified copies of each of Such other documents as the other Transaction Documents to which such Subsidiary is a partyAdministrative Agent may reasonably request.
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Samples: Credit Agreement (Chippac LTD)
Subsidiary Documents. On or before the Closing Date, each of the Company Xxxx-Xxxxxx Guarantor Subsidiaries that are Material Subsidiaries and each of the other Xxxx-Xxxxxx Subsidiaries that are Material Subsidiaries shall execute and deliver to Lenders (or cause to be delivered to the Administrative Agent for the Lenders the following with sufficient originally executed copies for each Subsidiary of the Company that is a Loan Party (which may be waived by the Administrative Agent for any Subsidiary with respect to the items described in clause (i) belowLender and Agent's counsel), each, unless otherwise noted, dated the Closing Date:
(i) Certified copies of the Organizational Certificateits Certificate of Incorporation, together with a good standing certificate from the applicable Governmental Authority Secretary of its jurisdiction State of incorporation, organization or formation, the State of Delaware and each other state in which its headquarters office is located and a Real Property Asset certificate or other evidence of good standing as to payment of any applicable franchise or similar taxes from the appropriate taxing authority of each of such Subsidiary is locatedstates (or in lieu of such certificate as to the payment of such taxes, an Officers' Certificate to such effect), each dated a recent date prior to the Closing Date;
(ii) Copies of the Organizational Documents of such Subsidiaryits Bylaws, certified as of the Closing Date by its corporate secretary or an assistant secretary;
(iii) Copies Resolutions of the Organizational Authorizations its Board of such Subsidiary Directors approving and authorizing the execution, delivery and performance of the Transaction Loan Documents to which such Material Subsidiary is party that are to be delivered on the Closing Datea party, certified as of the Closing Date by its corporate secretary or an assistant secretary as being in full force and effect without modification or amendment;
(iv) Incumbency Signature and incumbency certificates of its officers executing the Subsidiary Guaranty and the other Transaction Loan Documents to which such Subsidiary it is to be a party;
(v) Executed originals of the other Loan Documents to which such Subsidiary it is party that are to be delivered on the Closing Datea party; andand 52
(vi) Certified copies of each of the Such other Transaction Documents to which such Subsidiary is a partydocuments as Agent or Requisite Lenders may reasonably request.
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