Borrower Documents. Borrower shall deliver or cause to be delivered to Administrative Agent the following, each, unless otherwise noted, dated as of the Closing Date: (i) certified copies of its Constituent Documents, together with a good standing certificate from the Secretary of State of the state of its incorporation and each other Material State and, to the extent generally available, a 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 states, each dated a recent date or brought down to a recent date prior to the Closing Date; (ii) an officer's certificate of Borrower certifying (A) its Constituent Documents, (B) resolutions of its Board of Directors approving and authorizing the execution, delivery, and performance of this Agreement and the other Loan Documents, certified as of the Closing Date as being in full force and effect without modification or amendment, and (C) signatures and incumbency of its officers executing this Agreement and the other Loan Documents; (iii) executed originals of this Agreement, any Notes requested by any Lenders pursuant to SECTION 3.1(a)(ii), and the other Loan Documents to be executed by Borrower; and (iv) Uniform Commercial Code searches as Administrative Agent may reasonably request covering Borrower, as debtor, and showing no Liens on any of Borrower's assets (other than Permitted Liens).
Appears in 1 contract
Sources: Revolving Credit Agreement (Protection One Alarm Monitoring Inc)
Borrower Documents. On or before the Closing Date, each Borrower shall deliver or cause to be delivered to Lenders (or to Administrative Agent for Lenders with sufficient copies, where appropriate, for each Lender) the following, each, unless otherwise noted, dated as of the Closing Date:
(i) certified Certified copies of its Constituent DocumentsArticles or Certificate of Incorporation, together with a good standing certificate from the Secretary of State of the state (or comparable official) of its incorporation and each other Material State and, to the extent generally available, a certificate or other evidence jurisdiction of good standing as to payment of any applicable franchise or similar taxes from the appropriate taxing authority of each of such statesincorporation, each dated a recent date or brought down to a recent date prior to the Closing Date;
(ii) Copies of its Bylaws, certified as of the Closing Date by its corporate secretary or an officer's certificate of Borrower certifying assistant secretary;
(Aiii) its Constituent Documents, (B) resolutions Resolutions of its Board of Directors approving and authorizing the execution, delivery, delivery and performance of this Agreement and the other Loan DocumentsDocuments to which it is a 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, and ;
(Civ) signatures Signature and incumbency certificates of its officers executing this Agreement and the other Loan DocumentsDocuments to which it is a party;
(iiiv) executed Executed originals of this Agreement, any the Notes requested by any Lenders pursuant (duly executed in accordance with subsection 2.1E, drawn to SECTION 3.1(a)(ii), the order of each Lender and with appropriate insertions) and the other Loan Documents to be executed by Borrowerwhich it is a party; and and
(ivvi) Uniform Commercial Code searches Such other documents as Administrative any Primary Agent may reasonably request covering Borrower, as debtor, and showing no Liens on any of Borrower's assets (other than Permitted Liens)request.
Appears in 1 contract
Sources: Credit Agreement (Safeway Inc)
Borrower Documents. On or before the Initial Borrowing Date, each Borrower shall deliver or cause to be delivered to Administrative Agent Lender the following, each, unless otherwise noted, dated as of the Closing Initial Borrowing Date:
(i) certified Certified copies of its Constituent DocumentsCertificate or Articles of Incorporation, together with a good standing certificate from the Secretary of State of the state State of its incorporation and each other Material State and, state in which it is qualified as a foreign corporation to the extent generally available, a 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 statesdo business, each dated a recent date or brought down to a recent date prior to the Closing Initial Borrowing Date;
(ii) Copies of its Bylaws, certified as of the Initial Borrowing Date by its corporate secretary or an officer's certificate of Borrower certifying assistant secretary;
(Aiii) its Constituent Documents, (B) resolutions Resolutions of its Board of Directors approving and authorizing the execution, delivery, delivery and performance of this Agreement and the other Loan DocumentsDocuments to which it is a party, certified as of the Closing Initial Borrowing Date by its corporate secretary or an assistant secretary as being in full force and effect without modification or amendment, and ;
(Civ) signatures Signature and incumbency certificates of its officers executing this Agreement and the other Loan Documents;
(iiiv) executed originals Originals of this AgreementAgreement and the Note (duly executed by Borrowers in accordance with subsection 2.1D, any Notes requested by any Lenders pursuant drawn to SECTION 3.1(a)(ii), the order of Lender and with appropriate insertions) and the other Loan Documents to be executed by BorrowerDocuments; and and
(ivvi) Uniform Commercial Code searches Such other documents as Administrative Agent Lender may reasonably request covering Borrower, as debtor, and showing no Liens on any of Borrower's assets (other than Permitted Liens)request.
Appears in 1 contract
Sources: Debtor in Possession Credit Agreement (Fruehauf Trailer Corp)
Borrower Documents. On or before the Closing Date, each Borrower shall deliver or cause to be delivered to Administrative Lenders (or to Agent for Lenders with sufficient originally executed copies, where appropriate, for each Lender and its counsel) the following, each, unless otherwise noted, dated as of the Closing Date:
(i) certified Certified copies of its Constituent DocumentsCertificate or Articles of Incorporation, together with a good standing certificate from the Secretary of State of the state (or comparable official) of its jurisdiction of incorporation and each other Material State state or province in which it is qualified as a foreign corporation to do business and, to the extent generally available, a 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 statesjurisdictions, each dated a recent date or brought down to a recent date prior to the Closing Date;
(ii) Copies of its Bylaws, certified as of the Closing Date by its corporate secretary or an officer's certificate of Borrower certifying assistant secretary;
(Aiii) its Constituent Documents, (B) resolutions Resolutions of its Board of Directors approving and authorizing the execution, delivery, delivery and performance of this Agreement and the other Loan DocumentsDocuments and Related Agreements to which it is a 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, and ;
(Civ) signatures Signature and incumbency certificates of its officers executing this Agreement and the other Loan DocumentsDocuments to which it is a party;
(iiiv) executed Executed originals of this Agreement, any the Notes requested by any Lenders pursuant (duly executed in accordance with subsection 2.1F, drawn to SECTION 3.1(a)(ii), the order of each applicable Lender and with appropriate insertions) and the other Loan Documents to be executed by Borrowerwhich it is a party; and and
(ivvi) Uniform Commercial Code searches Such other documents as Administrative Agent may reasonably request covering Borrower, as debtor, and showing no Liens on any of Borrower's assets (other than Permitted Liens)request.
Appears in 1 contract
Borrower Documents. On or before the Closing Date, each Borrower shall deliver or cause to be delivered to Administrative Agent Lenders (or to Co-Arrangers for Lenders with sufficient copies, where appropriate, for each Lender) the following, each, unless otherwise noted, dated as of the Closing Date:
(i) certified Certified copies of its Constituent DocumentsArticles or Certificate of Incorporation, together with a good standing certificate from the Secretary of State of the state (or comparable official) of its incorporation and each other Material State and, to the extent generally available, a certificate or other evidence jurisdiction of good standing as to payment of any applicable franchise or similar taxes from the appropriate taxing authority of each of such statesincorporation, each dated a recent date or brought down to a recent date prior to the Closing Date;
(ii) Copies of its Bylaws, certified as of the Closing Date by its corporate secretary or an officer's certificate of Borrower certifying assistant secretary;
(Aiii) its Constituent Documents, (B) resolutions Resolutions of its Board of Directors approving and authorizing the execution, delivery, delivery and performance of this Agreement and the other Loan DocumentsDocuments to which it is a 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, and ;
(Civ) signatures Signature and incumbency certificates of its officers executing this Agreement and the other Loan DocumentsDocuments to which it is a party;
(iiiv) executed Executed originals of this Agreement, any the Notes requested by any Lenders pursuant (duly executed in accordance with subsection 2.1E, drawn to SECTION 3.1(a)(ii), the order of each Lender and with appropriate insertions) and the other Loan Documents to be executed by Borrowerwhich it is a party; and and
(ivvi) Uniform Commercial Code searches Such other documents as Administrative any Primary Agent may reasonably request covering Borrower, as debtor, and showing no Liens on any of Borrower's assets (other than Permitted Liens)request.
Appears in 1 contract
Sources: Credit Agreement (Safeway Inc)