Common use of UK Financial Assistance Clause in Contracts

UK Financial Assistance. (a) Within seventy-five (75) days after the Effective Date, the UK Borrower and Pipe shall (a) complete the financial assistance whitewash procedures under sections 155-159 of the Companies Act (the “UK Whitewash Procedures”) and (b) provide to the Administrative Agent evidence thereof which evidence shall include: (i) certified copies of an auditor’s engagement letter from Deloitte & Touche LLP in form and substance the same as referred to in Section 4.01, (ii) a certified copy of the minutes of or written resolution of each of the UK Borrower and Pipe together with copies any other board and shareholder resolutions approving and authorizing the giving of financial assistance in connection with the Transactions in compliance with the provisions of Sections 151 to 158 (inclusive) of the Companies Act, (iii) the statutory declarations made for the purpose of section 155 of the Companies Act in the prescribed form by all of the directors of each of the UK Borrower and Pipe, (iv) a certified copy of the statutory auditors’ report by Deloitte & Touche as auditors for the UK Borrower and Pipe as required under section 156(4) of the Act, (v) non-statutory auditors report in the form of FRAG 26/94 (unamended), (vi) the net assets letter (addressed to the Agents specified by the Administrative Agent) for each of the UK Borrower and Pipe in the form contained in the auditor’s engagement letter referred to at subparagraph (i) above, (vii) copies of the UK Borrower and Pipe’s register of directors and shareholders, and (ix) any other documents relating to the financial assistance procedures to be undertaken by the UK Borrower and Pipe in accordance with this Agreement or reasonably required by the Administrative Agent from the UK Borrower and/or Pipe in connection with the giving of financial assistance in connection with the Transactions (collectively, the “UK Financial Assistance Documents”);

Appears in 5 contracts

Samples: Assignment and Assumption (Edgen Group Inc.), Assignment and Assumption (Edgen Group Inc.), Credit Agreement (Edgen Group Inc.)

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