Common use of Documents and Certificates Clause in Contracts

Documents and Certificates. Administrative Agent shall have received the following documents and certificates, each of which, unless otherwise expressly indicated below, shall be dated as of the applicable Subsequent Funding Date and duly executed by an Authorized Officer of each applicable Credit Party, in form and substance reasonably satisfactory to Administrative Agent: ​ (i) not less than 9015 days (or such shorter amount of time to which Administrative Agent agrees in its discretion) prior to the proposed Subsequent Funding Date for the Loans available to Borrowers pursuant to Section 2.01(bc), Section 2.01(d) or Section 2.01(e), a written request for such Loans in the form and substance acceptableprovided by Parent to Administrative Agent and setting forth, among other things, (A) unless such Loans are requested pursuant to Section 2.01(d), the proposed Subsequent Funding Date, and (B) the aggregate principal amount of such requested Loan; (ii) not less than 90 days prior to the proposed Subsequent Funding Date for the Loans available to Borrowers pursuant to Section 2.01(f), a written request for such Loans in the form provided by Parent to Administrative Agent and setting forth, among other things, (A) the proposed Subsequent Funding Date and (B) the aggregate principal amount of such requested Loan; (iii) (ii) a certificate of an Authorized Officer of Parent, on behalf of Borrowers, certifying as to such items as reasonably requested by Agents, including: ​ (A) both before and after giving effect to the borrowing of such Loans on such Subsequent Funding Date, no Default or Event of Default shall have occurred and be continuing; ​ (B) the representations and warranties of the Credit Parties set forth in this Agreement and the other Credit Documents are true and correct in all material respects (other than such representations and warranties that are already qualified by materiality, Material Adverse Effect or similar language, in which case such representations and warranties shall be true and correct in all respects) on the date of such request and such Subsequent Funding Date; provided, however, that those representations and warranties expressly referring to a specific date shall be true and correct in all material respects (other than such representations and warranties that are already qualified by materiality, Material Adverse Effect or similar language, in which case such representations and warranties shall be true and correct in all respects) as of such date; ​ (C) if the Loans are being advanced pursuant to Section 2.01(f), evidence that the Credit Parties shall be in compliance with the Financial Performance Covenants recomputed as of the end of the Applicable Fiscal Period most recently ended for which financial statements have been delivered pursuant to Section 8.01(a) or 8.01(b) after giving effect to the requested Loan on a pro forma basis; and ​ (iv) (iii) if the Loans are being advanced pursuant to Section 2.01(f), a certificate detailing the planned distribution of proceeds from the Loans and a funds flow memorandum (prepared by Administrative Agent) detailing the sources and uses of such Loan, each of which shall be acceptable to Administrative Agent. ​

Documents and Certificates. Administrative Agent shall have received the following documents and certificates, each of which, unless otherwise expressly indicated below, shall be dated as of the applicable Subsequent Funding Date and duly executed by an Authorized Officer of each applicable Credit Party, in form and substance reasonably satisfactory to Administrative Agent: ​: (i) not less than 9015 days (or such shorter amount of time to which Administrative Agent agrees in its discretion) prior to the proposed Subsequent Funding Date for the Loans available to Borrowers pursuant to Section 2.01(bc), Section 2.01(d) or Section 2.01(e), a written request for such Loans in the form and substance acceptableprovided by Parent to Administrative Agent and setting forth, among other things, (A) unless such Loans are requested pursuant to Section 2.01(d), the proposed Subsequent Funding Date, and (B) the aggregate principal amount of such requested Loan; (ii) not less than 90 days prior to the proposed Subsequent Funding Date for the Loans available to Borrowers pursuant to Section 2.01(f2.01(b), a written request for such Loans in the form provided by Parent and substance acceptable to Administrative Agent and setting forth, among other things, (A) the proposed Subsequent Funding Date and (B) the aggregate principal amount of such requested Loan; (iii) (ii) a certificate of an Authorized Officer of Parent, on behalf of Borrowers, certifying as to such items as reasonably requested by Agents, including: ​: (A) both before and after giving effect to the borrowing of such Loans on such Subsequent Funding Date, no Default or Event of Default shall have occurred and be continuing; ​; (B) the representations and warranties of the Credit Parties set forth in this Agreement and the other Credit Documents are true and correct in all material respects (other than such representations and warranties that are already qualified by materiality, Material Adverse Effect or similar language, in which case such representations and warranties shall be true and correct in all respects) on the date of such request and such Subsequent Funding Date; provided, however, that those representations and warranties expressly referring to a specific date shall be true and correct in all material respects (other than such representations and warranties that are already qualified by materiality, Material Adverse Effect or similar language, in which case such representations and warranties shall be true and correct in all respects) as of such date; ​; (C) if the Loans are being advanced pursuant to Section 2.01(f), evidence that the Credit Parties shall be in compliance with the Financial Performance Covenants recomputed as of the end of the Applicable Fiscal Period most recently ended for which financial statements have been delivered pursuant to Section 8.01(a) or 8.01(b) after giving effect to the requested Loan on a pro forma basis; and ​and (iv) (iii) if the Loans are being advanced pursuant to Section 2.01(f), a certificate detailing the planned distribution of proceeds from the Loans and a funds flow memorandum (prepared by Administrative Agent) detailing the sources and uses of such Loan, each of which shall be acceptable to Administrative Agent. ​.

Documents and Certificates. The Administrative Agent shall have received the following documents following, in each case in form, scope and certificatessubstance satisfactory to the Administrative Agent: (1) this Amendment, duly executed by the Borrowers, the Guarantors, the Pledgors, the Lenders, the Administrative Agent, and the Canadian Agent; (2) a certificate of each of whichLoan Party, unless otherwise expressly indicated below, shall be dated as of the applicable Subsequent Funding Effective Date and duly executed by an Authorized Officer of each applicable Credit Partyits Secretary or Assistant Secretary, in form and substance reasonably satisfactory to Administrative Agent: ​ (i) not less than 9015 days (or such shorter amount of time to which Administrative Agent agrees in its discretion) prior to the proposed Subsequent Funding Date for the Loans available to Borrowers pursuant to Section 2.01(bc)certifying, Section 2.01(d) or Section 2.01(e), a written request for such Loans in the form and substance acceptableprovided by Parent to Administrative Agent and setting forth, among other thingsinter alia, (A) unless such Loans are requested pursuant to Section 2.01(dArticles of Incorporation and Bylaws (or equivalent corporate documents), as amended and in effect, of such Loan Party; (B) resolutions duly adopted by the proposed Subsequent Funding DateBoard of Directors, members or other body of such Loan Party authorizing the transactions contemplated by this Amendment, and (BC) the aggregate principal amount incumbency and specimen signatures of the officers of such requested LoanLoan Party executing this Amendment on its behalf; (ii3) not less than 90 days prior such documents and certificates as the Administrative Agent may reasonably request relating to the proposed Subsequent Funding Date for organization, existence and good standing of each Loan Party, and any other legal matters relating to the Loans available to Borrowers pursuant to Section 2.01(f)Loan Parties, a written request for such Loans in this Amendment, or the form provided by Parent to Administrative Agent and setting forth, among other things, (A) the proposed Subsequent Funding Date and (B) the aggregate principal amount of such requested LoanLoan Documents; (iii4) a certificate dated the Effective Date executed by a Responsible Officer of the Revolving Borrower certifying that, to the best of such Responsible Officer’s knowledge, (i) since the end of Fiscal Year 2005 there has not occurred a material adverse change in the business, property, operation or condition (financial or otherwise) of the Revolving Borrower and its Subsidiaries, taken as a whole, (ii) a certificate of an Authorized Officer of Parentthe Revolving Borrower and the Restricted Subsidiaries are, on behalf of Borrowersin all material respects, certifying as to such items as reasonably requested by Agentsin compliance with all existing financial obligations, including: ​ (Aiii) both before and after giving effect to the borrowing of such Loans on such Subsequent Funding Date, no Default or Event of Default shall have has occurred and be is continuing; ​ , (Biv) the representations and warranties of the Credit Parties set forth Revolving Borrower and each Restricted Subsidiary contained in this Agreement and the other Credit Loan Documents are true and correct in all material respects (other than such those representations and warranties that are already qualified limited by materiality, Material Adverse Effect or similar languagetheir terms to a specific date, in which case such representations and warranties they shall be true and correct in all respects) on the date of such request and such Subsequent Funding Date; provided, however, that those representations and warranties expressly referring to a specific date shall be true and correct in all material respects (other than such representations and warranties that are already qualified by materiality, Material Adverse Effect or similar language, in which case such representations and warranties shall be true and correct in all respects) as of such date; ​ (C) if the Loans are being advanced pursuant to Section 2.01(f), evidence that the Credit Parties shall be in compliance with the Financial Performance Covenants recomputed true and correct on and as of the end Effective Date, (v) the Revolving Borrower has no Material Restricted Subsidiary that has not executed and delivered to the Secured Parties the Revolving Guaranty Agreement, and (vi) the Revolving Borrower has no Material Restricted Subsidiary all of the Applicable Fiscal Period most recently ended Capital Stock in which (other than the total issued and outstanding Foreign Subsidiary Voting Stock of a Foreign Subsidiary, as to which no more than 65% is required to be pledged) has not been pledged to the Administrative Agent for which financial statements have been delivered the equal and ratable benefit of the Secured Parties pursuant to Section 8.01(athe Pledge Agreement; (5) or 8.01(b) after giving effect a duly executed promissory note, in the amount of such Lender’s new Revolving Commitment, for the account of each Lender that requested a promissory note prior to the requested Loan on a pro forma basisEffective Date; and ​and (iv6) (iii) if the Loans are being advanced pursuant to Section 2.01(f), a certificate detailing the planned distribution of proceeds from the Loans and a funds flow memorandum (prepared any other documents reasonably requested by Administrative Agent) detailing Agent on or before the sources and uses of such Loan, each of which shall be acceptable to Administrative Agent. ​Effective Date.

Documents and Certificates. Administrative Agent shall have received the following documents and certificates, each of which, unless otherwise expressly indicated below, shall be dated as of the applicable Subsequent Funding Date and duly executed by an Authorized Officer of each applicable Credit Party, in form and substance reasonably satisfactory to Administrative Agent: ​: (i) Unless such advance is being made pursuant to Section 2.01(g), not less than 9015 15 days (or such shorter amount of time to which Administrative Agent agrees in its discretion) prior to the proposed Subsequent Funding Date for the Loans available to Borrowers pursuant to Section 2.01(bc2.01(c), Section 2.01(d) or Section 2.01(e2.01(f), a written request for such Loans in the form and substance acceptableprovided provided by Parent to Administrative Agent and setting forth, among other things, (A) unless such Loans are requested pursuant to Section 2.01(d), the proposed Subsequent Funding Date, and (B) the aggregate principal amount of such requested Loan; (ii) not less than 90 days prior to the proposed Subsequent Funding Date for the Loans available to Borrowers pursuant to Section 2.01(f2.01(g), a written request for such Loans in the form provided by Parent to Administrative Agent and setting forth, among other things, (A) the proposed Subsequent Funding Date and (B) the aggregate principal amount of such requested LoanLoan;[reserved]; (iii) (ii) a certificate of an Authorized Officer of Parent, on behalf of Borrowers, certifying as to such items as reasonably requested by Agents, including: ​: (A) both before and after giving effect to the borrowing of such Loans on such Subsequent Funding Date, no Default or Event of Default shall have occurred and be continuing; ​and (B) the representations and warranties of the Credit Parties set forth in this Agreement and the other Credit Documents are true and correct in all material respects (other than such representations and warranties that are already qualified by materiality, Material Adverse Effect or similar language, in which case such representations and warranties shall be true and correct in all respects) on the date of such request and such Subsequent Funding Date; provided, however, that those representations and warranties expressly referring to a specific date shall be true and correct in all material respects (other than such representations and warranties that are already qualified by materiality, Material Adverse Effect or similar language, in which case such representations and warranties shall be true and correct in all respects) as of such date; ​;. (C) if the Loans are being advanced pursuant to Section 2.01(f2.01(g), evidence that the Credit Parties shall be in compliance with the Financial Performance Covenants recomputed as of the end of the Applicable Fiscal Period most recently ended for which financial statements have been delivered pursuant to Section 8.01(a) or 8.01(b) after giving effect to the requested Loan on a pro forma basis; and ​and (iv) (iii) if the Loans are being advanced pursuant to Section 2.01(f2.01(g), a certificate detailing the planned distribution of proceeds from the Loans and a funds flow memorandum (prepared by Administrative Agent) detailing the sources and uses of such Loan, each of which shall be acceptable to Administrative Agent. ​.

Documents and Certificates. Administrative Agent shall have received the following documents and certificates, each of which, unless otherwise expressly indicated below, shall be dated as of the applicable Subsequent Funding Date and duly executed by an Authorized Officer of each applicable Credit Party, in form and substance reasonably satisfactory to Administrative Agent: ​: (i) not less than 9015 15 days (or such shorter amount of time to which Administrative Agent agrees in its discretion) prior to the proposed Subsequent Funding Date for the Loans available to Borrowers pursuant to Section 2.01(bc2.01(c), Section or 2.01(d) or Section 2.01(e), a written request for such Loans in the form and substance acceptableprovided provided by Parent to Administrative Agent and setting forth, among other things, (A) unless such Loans are requested pursuant to Section 2.01(d), the proposed Subsequent Funding Date, and (B) the aggregate principal amount of such requested Loan; (ii) not less than 90 days prior to the proposed Subsequent Funding Date for the Loans available to Borrowers pursuant to Section 2.01(f), a written request 47 ‌ ​ for such Loans in the form provided by Parent to Administrative Agent and setting forth, among other things, (A) the proposed Subsequent Funding Date and (B) the aggregate principal amount of such requested LoanLoan;[reserved]; (iii) (ii) a certificate of an Authorized Officer of Parent, on behalf of Borrowers, certifying as to such items as reasonably requested by Agents, including: ​: (A) both before and after giving effect to the borrowing of such Loans on such Subsequent Funding Date, no Default or Event of Default shall have occurred and be continuing; ​; (B) the representations and warranties of the Credit Parties set forth in this Agreement and the other Credit Documents are true and correct in all material respects (other than such representations and warranties that are already qualified by materiality, Material Adverse Effect or similar language, in which case such representations and warranties shall be true and correct in all respects) on the date of such request and such Subsequent Funding Date; provided, however, that those representations and warranties expressly referring to a specific date shall be true and correct in all material respects (other than such representations and warranties that are already qualified by materiality, Material Adverse Effect or similar language, in which case such representations and warranties shall be true and correct in all respects) as of such date; ​; (C) if the Loans are being advanced pursuant to Section 2.01(f), evidence that the Credit Parties shall be in compliance with the Financial Performance Covenants recomputed as of the end of the Applicable Fiscal Period most recently ended for which financial statements have been delivered pursuant to Section 8.01(a) or 8.01(b) after giving effect to the requested Loan on a pro forma basis[reserved]; and ​and (iv) (iii) if the Loans are being advanced pursuant to Section 2.01(f), a certificate detailing the planned distribution of proceeds from the Loans and a funds flow memorandum (prepared by Administrative Agent) detailing the sources and uses of such Loan, each of which shall be acceptable to Administrative Agent. ​[reserved].