Common use of Supporting Documents Clause in Contracts

Supporting Documents. On or prior to the Closing Date, the Lender shall have received, (i) a certificate of good standing for each Borrower and each Guarantor from the secretary of state of the states of their organizational jurisdiction dated as of a recent date; (ii) certified copies of the Certificate of Incorporation and By-laws or other organizational documents, as applicable, of each Borrower and each Guarantor; and (iii) a certificate of the Secretary or an Assistant Secretary of each Borrower and each Guarantor dated the Closing Date and certifying: (x) that neither the Certificates of Incorporation nor the By-laws or other organizational documents of such Borrower or such Guarantor has been amended since the date of their certification (or if there has been any such amendment, attaching a certified copy thereof); (y) that attached thereto is a true and complete copy of resolutions adopted by the Boards of Directors of such Borrower, and by the board of directors or other governing body or Persons of such Guarantor, authorizing the execution, delivery and performance of each Loan Document to which it is a party and, with respect to such Borrower, the borrowings and other extensions of credit hereunder; and (z) the incumbency and specimen signature of each officer of such Borrower, and of each officer or other authorized Person of each Guarantor executing each Loan Document to which any Borrower or any Guarantor (as the case may be) is a party (including any certificates or instruments furnished pursuant hereto or thereto), and a certification by another officer of each Borrower and each Guarantor as to the incumbency and signature of the Secretary or Assistant Secretary of the each Borrower and each Guarantor.

Appears in 3 contracts

Samples: Credit Agreement (Coactive Marketing Group Inc), Credit Agreement (Coactive Marketing Group Inc), Credit Agreement (Coactive Marketing Group Inc)

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Supporting Documents. On or prior to the Closing Date, the Lender Administrative Agent shall have received, (i) a certificate of good standing for each Borrower the Company and each Guarantor from the secretary of state of the states of their organizational jurisdiction dated as of a recent date; (ii) certified copies of the Certificate of Incorporation and By-laws or other organizational organization documents, as applicable, of each Borrower the Company and each Guarantor; and (iii) a certificate of the Secretary or an Assistant Secretary Secretary, as applicable, of each Borrower the Company and each Guarantor dated the Closing Date and certifying: (x) that neither the Certificates of Incorporation nor the By-laws or other organizational nor applicable governing documents of such Borrower or such the Company nor of any Guarantor has been amended since the date of their certification (or if there has been any such amendment, attaching a certified copy thereof); (y) that attached thereto is a true and complete copy of resolutions adopted by the Boards Board of Directors of such Borrower, the Company and by the board of directors or other governing body or Persons of such Guarantor, each Guarantor authorizing the execution, delivery and performance of each Loan Document to which it is a party and, with respect to such Borrowerthe Company, the borrowings and other extensions of credit hereunder; and (z) the incumbency and specimen signature of each officer of such Borrower, the Company and of each officer or other authorized Person of each Guarantor executing each Loan Document to which any Borrower the Company or any Guarantor (as the case may be) is a party (including and any certificates or instruments furnished pursuant hereto or thereto), and a certification by another officer of each Borrower the Company and each Guarantor as to the incumbency and signature of the Secretary or Assistant Secretary of the each Borrower Company and each Guarantor; and (iv) such other documents as the Administrative Agent may reasonably request.

Appears in 2 contracts

Samples: Credit Agreement (Comtech Telecommunications Corp /De/), Credit Agreement (Comtech Telecommunications Corp /De/)

Supporting Documents. On or prior to the Closing Date, the Lender Administrative Agent shall have received, (i) a certificate of good standing for each Borrower the Company and each Guarantor from the secretary of state of the states of their organizational jurisdiction dated as of a recent date; (ii) certified copies of the Certificate of Incorporation and By-laws or other organizational organization documents, as applicable, applicable of each Borrower the Company and each Guarantor; and (iii) a certificate of the Secretary or an Assistant Secretary of each Borrower the Company and each Guarantor dated the Closing Date and certifying: (x) that neither the Certificates of Incorporation nor the By-laws or other organizational documents of such Borrower or such the Company nor of any Guarantor has been amended since the date of their certification (or if there has been any such amendment, attaching a certified copy thereof); (y) that attached thereto is a true and complete copy of resolutions adopted by the Boards Board of Directors of such Borrower, the Company and by the board of directors or other governing body or Persons of such Guarantor, each Guarantor authorizing the execution, delivery and performance of each Loan Document to which it is a party and, with respect to such Borrowerthe Company, the borrowings and other extensions of credit hereunder; and (z) the incumbency and specimen signature of each officer of such Borrower, the Company and of each officer or other authorized Person of each Guarantor executing each Loan Document to which any Borrower the Company or any Guarantor (as the case may be) is a party (including and any certificates or instruments furnished pursuant hereto or thereto), and a certification by another officer of each Borrower the Company and each Guarantor as to the incumbency and signature of the Secretary or Assistant Secretary of the each Borrower Company and each Guarantor.

Appears in 2 contracts

Samples: Credit Agreement (Pall Corp), Credit Agreement (Pall Corp)

Supporting Documents. On The Bank shall have received on or prior to the Closing Date, the Lender shall have received, Date (i) a certificate of good standing for each Co-Borrower and each Corporate Guarantor from the secretary of the state of the states their respective jurisdiction of their organizational jurisdiction incorporation dated as of a recent date; (ii) certified copies of the Certificate of Incorporation and By-laws or other organizational documents, as applicable, of each Co-Borrower and each Corporate Guarantor; and (iii) a certificate of the Secretary or an Assistant Secretary of each Co-Borrower and each Corporate Guarantor dated the Closing Date and certifying: certifying (xa) that neither the Certificates of Incorporation nor the By-laws or other organizational documents of such Co-Borrower or such Corporate Guarantor has been amended since the date of their certification (or if there has been any such amendment, attaching a certified copy thereof)certification; (yb) that attached thereto is a true and complete copy of resolutions adopted by the Boards Board of Directors of such Borrower, Co-Borrower and by the board Board of directors or other governing body or Persons Directors and the shareholders of such Guarantor, Corporate Guarantor authorizing the execution, delivery and performance of each Loan Document to which it is a party and, with respect to such each Co-Borrower, the borrowings and other extensions of credit hereunder; and (zc) the incumbency and specimen signature of each officer of such Borrower, Co-Borrower and of each officer or other authorized Person of each such Corporate Guarantor executing each Loan Document to which any such Co-Borrower or any Corporate Guarantor (as the case may be) is a party (including and any certificates or instruments furnished pursuant hereto or thereto), and a certification by another officer of each Co-Borrower and each Corporate Guarantor as to the incumbency and signature of the Secretary or Assistant Secretary of the each such Co-Borrower and each such Corporate Guarantor; and (iv) such other documents as the Bank may reasonably request.

Appears in 2 contracts

Samples: Credit Agreement (P&f Industries Inc), Credit Agreement (P&f Industries Inc)

Supporting Documents. On or prior to the Closing Date, the Lender Administrative Agent shall have received, received (i) a certificate of good standing for each Borrower the Company and each Guarantor from the secretary of state of the states of their organizational jurisdiction dated as of a recent date; (ii) certified copies of the Certificate of Incorporation and By-laws or other organizational organization documents, as applicable, applicable of each Borrower the Company and each Guarantor; and (iii) a certificate of the Secretary or an Assistant Secretary of each Borrower the Company and each Guarantor dated the Closing Date and certifying: (x) that neither the Certificates of Incorporation nor the By-laws of the Company or other organizational documents of such Borrower or such any Guarantor has been amended since the date of their certification (or if there has been any such amendment, attaching a certified copy thereof); (y) that attached thereto is a true and complete copy of resolutions adopted by the Boards Board of Directors of such Borrower, the Company and by the board of directors or other governing body or Persons of such Guarantor, each Guarantor authorizing the execution, delivery and performance of each Loan Document to which it is a party and, with respect to such Borrowerthe Company, the borrowings and other extensions of credit hereunder; and (z) the incumbency and specimen signature of each officer of such Borrower, the Company and of each officer or other authorized Person of each Guarantor executing each Loan Document to which any Borrower the Company or any Guarantor (as the case may be) is a party (including and any certificates or instruments furnished pursuant hereto or thereto), and a certification by another officer of each Borrower the Company and each Guarantor as to the incumbency and signature of the Secretary or Assistant Secretary of the each Borrower Company and each Guarantor.

Appears in 2 contracts

Samples: Credit Agreement (Hain Celestial Group Inc), Credit Agreement (Hain Celestial Group Inc)

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Supporting Documents. On The Administrative Agent shall have received on or prior to the Closing Date, the Lender shall have received, Date (i) a certificate of good standing for each Co-Borrower and each Guarantor (if any) from the secretary of the state of the states their respective jurisdiction of their organizational jurisdiction incorporation dated as of a recent date; (ii) certified copies of the Certificate of Incorporation (or certificate of formation) and By-laws (or other organizational documents, as applicable, operating agreement) of each Co-Borrower and each GuarantorGuarantor (if any); and (iii) a certificate of the Secretary or an Assistant Secretary of each Co-Borrower and each Guarantor (if any) dated the Closing Date and certifying: certifying (xa) that neither the Certificates of Incorporation (or certificate of formation) nor the By-laws (or other organizational documents operating agreement) of such Co-Borrower or such Guarantor has been amended since the date of their certification (or if there has been any such amendment, attaching a certified copy thereof)certification; (yb) that attached thereto is a true and complete copy of resolutions adopted by the Boards Board of Directors of such Borrower, Co-Borrower and by the board Board of directors or other governing body or Persons Directors and the shareholders of such Guarantor, Guarantor authorizing the execution, delivery and performance of each Loan Document to which it is a party and, with respect to such each Co-Borrower, the borrowings and other extensions of credit hereunder; and (zc) the incumbency and specimen signature of each officer of such Borrower, Co-Borrower and of each officer or other authorized Person of each such Guarantor executing each Loan Document to which any such Co-Borrower or any Guarantor (as the case may be) is a party (including and any certificates or instruments furnished pursuant hereto or thereto), and a certification by another officer of each Co-Borrower and each Guarantor as to the incumbency and signature of the Secretary or Assistant Secretary of the each such Co-Borrower and each such Guarantor; and (iv) such other documents as the Administrative Agent may reasonably request.

Appears in 1 contract

Samples: Credit Agreement (P&f Industries Inc)

Supporting Documents. On or prior to the Closing Date, the Lender Administrative Agent shall have received, (i) a certificate of good standing for each Borrower the Company and each Guarantor from the secretary of state of the states of their organizational jurisdiction dated as of a recent date; (ii) certified copies of the Certificate of Incorporation and By-laws or other organizational organization documents, as applicable, applicable of each Borrower the Company and each Guarantor; and (iii) a certificate of the Secretary or an Assistant Secretary of each Borrower the Company and each Guarantor dated the Closing Date and certifying: (x) that neither the Certificates of Incorporation nor the By-laws of the Company or other organizational documents of such Borrower or such any Guarantor has been amended since the date of their certification (or if there has been any such amendment, attaching a certified copy thereof); (y) that attached thereto is a true and complete copy of resolutions adopted by the Boards Board of Directors of such Borrower, the Company and by the board of directors or other governing body or Persons of such Guarantor, each Guarantor authorizing the execution, delivery and performance of each Loan Document to which it is a party and, with respect to such Borrowerthe Company, the borrowings and other extensions of credit hereunder; and (z) the incumbency and specimen signature of each officer of such Borrower, the Company and of each officer or other authorized Person of each Guarantor executing each Loan Document to which any Borrower the Company or any Guarantor (as the case may be) is a party (including and any certificates or instruments furnished pursuant hereto or thereto), and a certification by another officer of each Borrower the Company and each Guarantor as to the incumbency and signature of the Secretary or Assistant Secretary of the each Borrower Company and each Guarantor.. 47

Appears in 1 contract

Samples: Credit Agreement (Hain Celestial Group Inc)

Supporting Documents. On or prior to the Closing Date, the Lender shall have received, received (i) a certificate of good standing for each Borrower Company and each Guarantor from the secretary of state of the states of their organizational jurisdiction dated as of a recent date; , (ii) certified copies of the Certificate of Incorporation and By-laws or other organizational documents, as applicable, charter documents of each Borrower Company and each Guarantor; and , (iii) a certificate of the Secretary or an Assistant Secretary authorized officer of each Borrower Company and each Guarantor dated the Closing Date and certifying: (x) that neither the Certificates of Incorporation nor the By-laws or other organizational charter documents of such Borrower or such Guarantor has Person have not been amended since the date of their certification (or if there has been any such amendment, attaching a certified copy thereof); (y) that attached thereto is a true and complete copy of resolutions adopted by the Boards board of Directors directors or other governing body or Persons of such Borrower, each Company and by the board of directors or other governing body or Persons of such Guarantor, each Guarantor authorizing the execution, delivery and performance of each Loan Document to which it is a party and, with respect to such Borrowereach Company, the borrowings and other extensions of credit hereunder; and (z) the incumbency and specimen signature of each officer of such Borrower, each Company and of each officer or other authorized Person of each Guarantor executing each Loan Document to which any Borrower Company or any Guarantor (as the case may be) is a party (including and any certificates or instruments furnished pursuant hereto or thereto), and a certification by another officer of each Borrower Company and each Guarantor as to the incumbency and signature of the Secretary or Assistant Secretary such officer of the each Borrower Company and each Guarantor; and (iv) such other documents as the Lender may reasonably request.

Appears in 1 contract

Samples: Credit Agreement (Eon Labs Inc)

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