Common use of Acquired Entities Clause in Contracts

Acquired Entities. Each of the following conditions shall be satisfied by the Borrower with respect to each Acquired Entity acquired on or after the date hereof: (a) the Acquired Entity shall have executed all documentation and take all steps required pursuant to which such Acquired Entity shall become a Guarantor under this Agreement and shall agree to be bound by the terms of this Agreement applicable to a Guarantor; [FOR DISCUSSION.] (b) the Acquired Entity shall have executed all documentation and take all steps required to give the Agent a first priority perfected Lien in all of such Acquired Entity's Inventory and Accounts, which Lien shall not be subject to any other financing arrangement; (c) the Agent shall have received a certificate of the Secretary or Assistant Secretary of such Acquired Entity attesting to the Certificate of Incorporation and Bylaws of such Acquired Entity and all amendments thereto and to all corporate action taken by such Acquired Entity, including resolutions of its Board of Directors authorizing the execution, delivery and performance of this Agreement and any other documents executed in connection therewith; and (d) the Agent shall have received a favorable opinion of counsel to such Acquired Entity covering all of the matters covered by (a), (b) and (c) above, and as to such other matters as the Agent may reasonably request.

Appears in 1 contract

Sources: Financing Agreement and Guaranty (Fibermark Inc)

Acquired Entities. Each of the following conditions shall be satisfied by the Borrower Obligors with respect to each Acquired Entity acquired on or after the date hereof: (a) the Acquired Entity shall have executed all documentation and take taken all steps required pursuant to which such Acquired Entity shall become a Guarantor under this Financing Agreement and shall agree to be bound by the terms of this Financing Agreement applicable to a Guarantor; [FOR DISCUSSION.]; (b) the Acquired Entity shall have executed all documentation and take all steps required to give the Agent a first priority perfected Lien in all of such Acquired Entity's ’s Inventory and Accounts, which Lien shall not be subject to any other financing arrangement; (c) the Agent shall have received a certificate of the Secretary or Assistant Secretary (or other appropriate representative) of such Acquired Entity attesting to the organization documents (e.g. Certificate of Incorporation and Bylaws Incorporation, Bylaws, Articles of Organization, Operating Agreement) of such Acquired Entity and all amendments thereto and to all corporate action taken by such Acquired Entity, including resolutions of its Board of Directors (or other governing body) authorizing the execution, delivery and performance of this Financing Agreement and any other documents executed in connection therewith; and (d) the Agent shall have received a favorable opinion of counsel to such Acquired Entity covering all of the matters covered by (a), (b) and (c) above, and as to such other matters as the Agent may reasonably request.

Appears in 1 contract

Sources: Financing Agreement and Guaranty (Fibermark Inc)

Acquired Entities. Each of the following conditions shall be satisfied by the Borrower Obligors with respect to each Acquired Entity acquired on or after the date hereof: (a) the Acquired Entity shall have executed all documentation and take taken all steps required pursuant to which such Acquired Entity shall become a Guarantor under this Financing Agreement and shall agree to be bound by the terms of this Financing Agreement applicable to a Guarantor; [FOR DISCUSSION.]; (b) the Acquired Entity shall have executed all documentation and take all steps required to give the Agent a first priority perfected Lien in all of such Acquired Entity's Inventory and Accounts, which Lien shall not be subject to any other financing arrangement; (c) the Agent shall have received a certificate of the Secretary or Assistant Secretary of such Acquired Entity attesting to the organization documents (e.g. Certificate of Incorporation and Bylaws Incorporation, Bylaws, Articles of Organization, Operating Agreement) of such Acquired Entity and all amendments thereto and to all corporate action taken by such Acquired Entity, including resolutions of its Board of Directors authorizing the execution, delivery and performance of this Financing Agreement and any other documents executed in connection therewith; and (d) the Agent shall have received a favorable opinion of counsel to such Acquired Entity covering all of the matters covered by (a), (b) and (c) above, and as to such other matters as the Agent may reasonably request.

Appears in 1 contract

Sources: Financing Agreement and Guaranty (Fibermark Inc)