Common use of Certificates and Instruments Clause in Contracts

Certificates and Instruments. Each Member covenants and agrees that it will, within 5 days following request by the other Member: 4.7.1 execute, swear to, acknowledge and/or deliver (A) all certificates and other instruments and all amendments of this Agreement that Managing Member reasonably deems appropriate or necessary to form, qualify, or continue the qualification of, the Company as a limited liability company in all jurisdictions in which the Company may conduct business or own the Property in accordance with this Agreement; (B) all instruments that Managing Member reasonably deems appropriate or necessary to reflect any amendment, change, modification or restatement of this Agreement properly made in accordance with Sections 14.3 and 14.4; (C) all conveyances and other instruments or documents that Managing Member reasonably deems appropriate or necessary to reflect, in accordance with this Agreement, the acquisition or disposition of all or any portion of any Property or Owner Entity, the admission or withdrawal of any Member and the dissolution and liquidation of the Company; and (D) all instruments relating to the admission or withdrawal of any Member pursuant to and in accordance with this Agreement; and 4.7.2 swear to, represent or acknowledge, confirm, or ratify that any vote, consent, approval, agreement or other action, which is made or given properly by the Member hereunder or is consistent with the terms of this Agreement has been made or given (whether or not such specific Member voted in favor thereof or consented thereto).

Certificates and Instruments. Each Member covenants and agrees that it will, within 5 days following request by the other Member: 4.7.1 4.6.1 execute, swear to, acknowledge and/or deliver (A) all certificates and other instruments and all amendments of this Agreement that Managing Member reasonably deems appropriate or necessary to form, qualify, or continue the qualification of, the Company as a limited liability company in all jurisdictions in which the Company may conduct business or own the Property in accordance with this Agreement; (B) all instruments that Managing Member reasonably deems appropriate or necessary to reflect any amendment, change, modification or restatement of this Agreement properly made in accordance with Sections 14.3 and 14.4; (C) all conveyances and other instruments or documents that Managing Member reasonably deems appropriate or necessary to reflect, in accordance with this Agreement, the acquisition or disposition of all or any portion of any Property or Owner Entityproperty, the admission or withdrawal of any Member and the dissolution and liquidation of the Company; and (D) all instruments relating to the admission or withdrawal of any Member pursuant to and in accordance with this Agreement; and 4.7.2 4.6.2 swear to, represent or acknowledge, confirm, or ratify that any vote, consent, approval, agreement or other action, which is made or given properly by the Member hereunder or is consistent with the terms of this Agreement has been made or given (whether or not such specific Member voted in favor thereof or consented thereto).