Corporate Certificates. The Administrative Agent shall have received:
Corporate Certificates. Company shall have delivered a copy of the Certificate of Incorporation of Company, as in effect immediately prior to the Closing Date, certified by the Delaware Secretary of State and a certificate, as of the most recent practicable date, of the Delaware Secretary of State as to Company's corporate good standing.
Corporate Certificates. The Lender shall have received:
Corporate Certificates. Agent shall have received all of the following, each reasonably satisfactory to it in form and substance:
Corporate Certificates. A certificate of the secretary of each of the Borrower, Endeavor and Diamond (i) setting forth resolutions of its board of directors in form and substance satisfactory to the Agent and Agent’s counsel with respect to the unanimous authorization of this Agreement, the Notes and the Collateral Documents to which it is a party, (ii) attaching the articles of incorporation and bylaws of such Company, and (iii) setting forth the officers authorized to sign such instruments.
Corporate Certificates. The Company shall have delivered to Buyer (a) a copy of its certificate of incorporation, as in effect on and as of the Closing Date, certified by the Delaware Secretary, (b) a certificate, as of the most recent practicable date, of the Delaware Secretary as to its good standing, and (c) certificates, as of the most recent practicable date, as to 53 NY\7370590.17 its good standing from each foreign jurisdiction in which it is qualified to conduct business as a foreign corporation.
Corporate Certificates. (A) The Lessee shall have delivered to the Lessor and the Administrative Agent (1) a status certificate with respect to the Lessee’s existence in the State of New York from the Secretary of State of the State of New York, issued by such office no earlier than thirty (30) days prior to the Restatement Date and (2) a Responsible Officer’s Certificate of Lessee substantially in the form of Exhibit F-1, attaching and certifying as to (x) the limited liability company authority for the execution, delivery and performance by Lessee of each Operative Document to which it is or will be a party, (y) its organizational documents, and (z) the incumbency and signature of persons authorized to execute and deliver on its behalf the Operative Documents to which it is a party, (B) the Parent Guarantor shall have delivered to the Lessor and the Administrative Agent (1) a status certificate with respect to the Parent Guarantor’s existence in the State of New York from the Secretary of State of the State of New York, issued by such office no earlier than thirty (30) days prior to the Restatement Date and (2) a Responsible Officer’s Certificate of Parent Guarantor substantially in the form of Exhibit F-2, attaching and certifying as to (x) the corporate authority for the execution, delivery and performance by Parent Guarantor of each Operative Document to which it is or will be a party, (y) its organizational documents, and (z) the incumbency and signature of persons authorized to execute and deliver on its behalf the Operative Documents to which it is a party and (C) each Subsidiary Guarantor shall have delivered to the Lessor and the Administrative Agent (1) a good standing/status certificate with respect to such Subsidiary Guarantor from the Secretary of State (or similar public official) of such Subsidiary Guarantor’s jurisdiction of organization, issued by such office no earlier than thirty (30) days prior to the Restatement Date and (2) a Responsible Officer’s Certificate of such Subsidiary Guarantor substantially in the form of Exhibit F-3, attaching and certifying as to (x) the corporate or other organizational authority for the execution, delivery and performance by such Subsidiary Guarantor of each Operative Document to which it is or will be a party, (y) its organizational documents and (z) the incumbency and signature of persons authorized to execute and deliver on its behalf the Operative Documents to which it is a party.
Corporate Certificates. The Trustee shall have received:
Corporate Certificates. The Company shall have delivered a copy of the Articles of Incorporation of Company, as in effect immediately prior to the Closing Date, certified by the Pennsylvania Department of State and a certificate, as of the most recent practicable date, of the Pennsylvania Department of State as to the Company’s corporate good standing.
Corporate Certificates. The Parent shall have delivered a copy of the Certificate of Incorporation of Parent, as in effect immediately prior to the Closing Date (and which reflects the Charter Amendment), certified by the Florida Secretary of State and a certificate, as of the most recent practicable date, of the Florida Secretary of State as to the Company’s corporate good standing.
