Authorization Documents. For each Loan Party, such Person’s (i) charter (or similar formation document), certified by the appropriate Governmental Authority, (ii) good standing certificates in its jurisdiction of incorporation (or formation) and in each other jurisdiction where failure to maintain such good standing status would have a Material Adverse Effect, (iii) bylaws (or similar governing document), (iv) resolutions of its board of directors (or similar governing body) approving and authorizing such Person’s execution, delivery and performance of the Loan Documents to which it is party, the Closing Date Warrant and the transactions contemplated thereby, and (v) signature and incumbency certificates of its officers executing any of the Loan Documents, all certified by its secretary or an assistant secretary (or similar officer) as being in full force and effect without modification, in form and substance reasonably satisfactory to Agent.
Appears in 4 contracts
Sources: Credit Agreement (Elutia Inc.), Credit Agreement (Elutia Inc.), Credit Agreement (Elutia Inc.)
Authorization Documents. For each Loan Party, such Person’s (i) charter (or similar formation document), certified by the appropriate Governmental Authority, (ii) good standing certificates in its jurisdiction of incorporation (or formation) and in each other jurisdiction where failure set forth on Schedule 5.1 to maintain such good standing status would have a Material Adverse Effectthe extent reasonably requested by Agent, (iii) bylaws (or similar governing document), (iv) resolutions of its board of directors (or similar governing body) approving and authorizing such Person’s execution, delivery and performance of the Loan Documents to which it is party, the Closing Date Warrant and the transactions contemplated thereby, and (v) signature and incumbency certificates of its officers executing any of the Loan Documents, all certified by its secretary or an assistant secretary (or similar officer) as being in full force and effect without modification, in form and substance reasonably satisfactory to Agent.
Appears in 2 contracts
Sources: Credit Agreement (Acer Therapeutics Inc.), Credit Agreement (Acer Therapeutics Inc.)
Authorization Documents. For each Loan Party, such Person’s 's (i) charter (or similar formation document), certified by the appropriate Governmental Authoritygovernmental authority, (ii) good standing certificates in its jurisdiction state of incorporation (or formation) and in each other jurisdiction where failure to maintain such good standing status would have state requested by Agent, in each case as of a Material Adverse Effectdate within 10 days of the Closing Date and certified by the appropriate governmental authority, and (iii) bylaws (or similar governing document), (iv) resolutions of its board of directors (or similar governing body) approving and authorizing such Person’s 's execution, delivery and performance of the Loan Documents to which it is party, the Closing Date Warrant party and the transactions contemplated thereby, and (v) signature and incumbency certificates of its officers executing any of the Loan Documents, all certified by its secretary or an assistant secretary (or similar officer) as being in full force and effect without modification, in form and substance reasonably satisfactory to Agent.
Appears in 2 contracts
Sources: Credit Agreement (American Coin Merchandising Inc), Credit Agreement (American Coin Merchandising Inc)
Authorization Documents. For each Loan Party, such Person’s (ia) charter (or similar formation document), certified by the appropriate Governmental Authority, governmental authority; (iib) good standing certificates in its jurisdiction state of incorporation (or formation) and in each other jurisdiction where state in which a Loan Party is qualified to do business and in which failure to maintain such good standing status be so qualified would have result in a Material Adverse Effect, ; (iiic) bylaws (or similar governing document), ; (ivd) resolutions of its board of directors (or similar governing body) approving and authorizing such Person’s execution, delivery and performance of the Loan Documents to which it is party, the Closing Date Warrant party and the transactions contemplated thereby, ; and (ve) signature and incumbency certificates of its officers executing any of the Loan Documents, all certified by its secretary or an assistant secretary (or similar officer) as being in full force and effect without modification, in form and substance reasonably satisfactory to Agent.
Appears in 1 contract
Authorization Documents. For each Loan Party, such Person’s (i) charter (or similar formation document), certified by the appropriate Governmental Authority, (ii) good standing certificates in its jurisdiction of incorporation (or formation) and in each other jurisdiction where failure set forth on Schedule 5.1 to maintain such good standing status would have a Material Adverse Effectthe extent reasonably requested by Agent, (iii) bylaws (or similar governing document), (iv) resolutions of its board of directors (or similar governing body) approving and authorizing such Person’s execution, delivery and performance of the Loan Documents to which it is party, the Closing Date Warrant and the transactions contemplated thereby, and (v) signature and incumbency certificates of its officers executing any of the Loan Documents, all certified by its secretary or an assistant #155151395 secretary (or similar officer) as being in full force and effect without modification, in form and substance reasonably satisfactory to Agent.
Appears in 1 contract