Corporate Documentation Clause Samples
The Corporate Documentation clause requires parties to provide, maintain, or make available certain official company records and documents relevant to the agreement. This may include articles of incorporation, bylaws, board resolutions, or other records that demonstrate the authority of the company or its representatives to enter into the contract. By ensuring that all necessary corporate documents are accessible and up-to-date, this clause helps verify the legitimacy and capacity of the parties involved, reducing the risk of unauthorized actions or disputes over authority.
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Corporate Documentation. 1. A copy of the constitutional documents of each Original Obligor.
2. A copy of a resolution of the board of directors or members (as applicable) of each Original Obligor:
(i) approving the terms of, and the transactions contemplated by, the Finance Documents to which it is a party and resolving that it execute, deliver and perform the Finance Documents to which it is a party;
(ii) authorising a specified person or persons to execute the Finance Documents to which it is a party on its behalf;
(iii) authorising a specified person or persons, on its behalf, to sign and/or despatch all documents and notices (including, if relevant, any Utilisation Request) to be signed and/or despatched by it under or in connection with the Finance Documents to which it is a party; and
(iv) in the case of an Obligor other than the Borrower, authorising the Borrower to act as its agent in connection with the Finance Documents.
3. A specimen of the signature of each person authorised on behalf of an Original Obligor to enter into any Finance Document or to sign or send any document or notice in connection with any Finance Document.
4. A certificate of an authorised officer of each Original Obligor certifying that:
(a) each copy document specified in paragraph (A)(1) of this Schedule delivered by such Obligor is true and complete as in effect on the date of such certificate;
(b) each copy document specified in paragraph (A)(2) of this Schedule delivered by such Obligor is true and complete and has not been amended, annulled, rescinded or revoked and there exist no other resolutions of the Company relating to the matters set forth therein; and
(c) borrowing or guaranteeing or securing, as appropriate, the Total Commitments would not cause any borrowing, guarantee, security or similar limit binding on it to be exceeded.
5. A certificate of an authorised officer of the Borrower certifying that each copy document specified in paragraphs (C)(10), (D)(11), (E)(12) and (13), (G)(17) and (18) (to the extent applicable), (H)(19) and (J)(22) and (23) (to the extent applicable) of this Schedule provided to the COFACE Agent is true and complete in all material respects and in full force and effect and (x) (with respect to the Satellite Supply Contract, the SpaceX Launch Contract, the Motorola Settlement Agreements and the Motorola IP Rights Agreement) has not been amended or superseded and (y) (with respect to any other document specified in this paragraph (A)(5)), such documents have not ...
Corporate Documentation. 2.1.1 a copy, certified by the relevant Security Party as true, complete, accurate and unamended, of the constitutional documents of that Security Party;
2.1.2 a copy, certified by the relevant Security Party as true, complete and accurate and neither amended nor revoked, of a resolution of the directors and (if applicable) a resolution of the shareholders of that Security Party (together, where appropriate, with signed waivers of notice of any directors' or (if applicable) shareholders' meetings) approving, and authorising or ratifying the execution of, this Supplemental Agreement and any document to be executed by that Security Party pursuant to this Supplemental Agreement;
2.1.3 a power of attorney of each Security Party under which this Supplemental Agreement and any documents required pursuant to it are to be executed by that Security Party;
2.1.4 an original certificate of a duly authorised officer of each Security Party:
(a) certifying that each copy document relating to it specified in Clauses 2.1.1 to 2.1.3 is correct, complete and in full force and effect;
(b) setting out the names of the directors, officers and shareholders of that Security Party and the proportion of shares held by each shareholder; and
(c) confirming that borrowing or guaranteeing or securing, as appropriate, the Loan would not cause any borrowing, guarantee, security or similar limit binding on that Security Party to be exceeded.
Corporate Documentation. A copy of your business entity’s Articles of Incorporation, Limited Liability Partnership, Limited Liability Corporation or Sole Proprietorship documentation is required, documenting the legal name. For dba’s a copy of the Fictitious Business Name Statement is also required. Out-of-state documentation is acceptable. For information regarding these requirements, you may visit the following websites: Corporate Documentation – California Secretary of State Phone: (916) 657-448 Website: ▇▇▇▇://▇▇▇.▇▇▇.▇▇.▇▇▇/business/be/ Los Angeles County Registrar-Recorder/County Clerk Phone: (▇▇▇) ▇▇▇-▇▇▇▇; Recorded Message: (▇▇▇) ▇▇▇-▇▇▇▇ Website: ▇▇▇▇://▇▇▇▇▇▇.▇▇▇/CIerk/Business Name.cfm Insurance – Must be approved by LAWA’s Risk Management Division. For questions or information regarding insurance, contact the Insurance Compliance Office at (▇▇▇) ▇▇▇-▇▇▇▇. Website: ▇▇▇▇://▇▇▇.▇▇▇▇.▇▇▇/welcome LAWA.aspx?id=630 Property Leasing/Subleasing – For operations which require facilities or storage of ground equipment, a Department lease or approved sublease must be in place prior to the issuance of any agreement. Fees associated with a Non-Exclusive License Agreement for services provided to tenants, permitted air carriers, and non-permitted air carriers (i.e., charter carriers, prime service contractors, fixed-based operators, etc.), will be calculated as follows: Annual Administrative Fee (applicable to all Non-Exclusive License Agreements) - $500.00 payable at contract commencement date and $500 payable on July 1st of each fiscal year thereafter, whether or not services have been provided. The fiscal year is July 1 through June 30. (Example: If your NELA commencement date is May 1, you will owe $500 at commencement at another $500 on July 1 of the same year.) Vehicle Decal Fee (applies to vehicles for airfield use) - $120.00 per vehicle (Vehicle decals are effective July 1 through June 30 and are renewed annually). The vehicle decal requirement does not apply to ground service equipment.
Corporate Documentation. (a) An Accession Letter, duly executed by the Additional Guarantor and the Company.
(b) A copy of the constitutional documents of the Additional Guarantor.
(c) A copy of a resolution of the board of directors of the Additional Guarantor:
(i) approving the terms of, and the transactions contemplated by, the Accession Letter and the Finance Documents and resolving that it execute the Accession Letter;
(ii) where the Additional Guarantor is incorporated in Nigeria, confirming that guaranteeing the obligations under the Agreement is in the best interest, and for the corporate benefit, of the Additional Guarantor;
(iii) authorising a specified person or persons to execute the Accession Letter on its behalf; and
(iv) authorising a specified person or persons, on its behalf, to sign and/or despatch all other documents and notices to be signed and/or despatched by it under or in connection with the Finance Documents.
(d) A specimen of the signature of each person authorised by the resolutions referred to in paragraph (c) above.
(e) To the extent required, a written resolution of all the shareholders of the Additional Guarantor approving the terms of, and the transactions contemplated by, the Accession Letter and the Finance Documents, and in addition, where the Additional Guarantor is incorporated in Nigeria, confirming that guaranteeing the obligations under the Agreement is in the best interest, and for the corporate benefit, of the Additional Guarantor.
(f) A certificate of an authorised signatory of the Additional Guarantor certifying that:
(i) each copy document specified in Part 2 of this Schedule is correct, complete and in full force and effect as at a date no earlier than the date of the Accession Letter;
(ii) guaranteeing the Total Commitments will not cause any guaranteeing or similar limit binding on it to be exceeded;
(iii) where the Additional Guarantor is incorporated in Nigeria, guaranteeing the obligations under the Agreement is in the best interest, and in the corporate benefit, of the Additional Guarantor; and
(iv) the Company is authorised to act as its agent in connection with the Finance Documents.
Corporate Documentation. The Administrative Agent shall have received such certificates of resolutions or other action, incumbency certificates and/or other certificates of Responsible Officers of each Loan Party as the Administrative Agent may require evidencing the identity, authority and capacity of each Loan Party to execute, deliver and perform this Amendment and of each of Responsible Officer thereof to act as a Responsible Officer in connection with this Amendment and the transactions contemplated hereby.
Corporate Documentation. Certified copies of the Borrower’s Articles of Incorporation, By-Laws, Certificates of Good Standing from the Secretary of State’s Office and Department of Revenue Office and original Corporate Resolutions, Certificates of Incumbency with specimen signatures. Certified copies of the Guarantor’s Articles of Incorporation, By-Laws, Certificates of Good Standing from the Secretary of State’s Office and Department of Revenue Office and original Corporate Resolutions, Certificates of Incumbency with specimen signatures.
Corporate Documentation. No Loan Party shall modify, amend, or alter its organizational documents in any manner that is adverse to the interests of the Agent or any Lender.
Corporate Documentation. A copy of the constitutional documents of each Obligor
Corporate Documentation. Goldcorp shall have delivered to Barrick a certificate of status for Goldcorp dated within three days of the Closing Date and a copy, certified by a senior officer of Goldcorp as of the Closing Date, of its articles and by-laws; and
Corporate Documentation. The General Partner (with respect to clause ----------------------- (i) below and, as regards subclause (ii) below, with respect to itself and the Company) and Crestline (as regards subclause (ii) below with respect to the Independent Member) (i) represents and warrants that copies of the Loan Agreement and all Loan Documents have been delivered to Apple and (ii) covenants that the original minute books of the Company and the Independent Member, and a copy of the minute book of the General Partner as regards the administration of the Controlling Partnership (collectively, the "Minute Books") shall be delivered to Apple at Closing and shall contain all of the executed consents and minutes of the proceedings of the members and managers of the Company, the shareholder or the directors of the Independent Member and the partners of the Controlling Partnership, as applicable, to the extent related to the Company from the date of the formation of the Company, the Independent Member and/or the Controlling Partnership to the date of the Closing.