Deregistration Documents Sample Clauses

Deregistration Documents. Seller shall have obtained (i) the Deregistration Certificate of the Aircraft issued by the Department of Civil Aviation of Mexico (with the written confirmation to the FAA of the Aircraft deregistration from the Mexican aircraft registry for export to the United States) and (ii) the Export Certificate of Airworthiness to the United States (collectively, the “Deregistration Documents”)
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Deregistration Documents. The Borrower shall, and shall cause each applicable Aircraft Owning Entity that owns or will become the owner of a Funded Aircraft, to (x) use commercially reasonable efforts, based upon market practice, to cause the applicable Lessee or Lessor with respect to such Funded Aircraft to execute and deliver to the Collateral Agent, with a copy to the Administrative Agent and each of the Class A Lenders (or such Aircraft Owning Entity itself shall have so executed and delivered, in the case of any Funded Aircraft subject to an owner-based registry system), an IDERA, if applicable, or a deregistration and export power of attorney, with respect to the IDERA, in the form proscribed by the Cape Town Convention, and in each case, otherwise in form and substance satisfactory to the Administrative Agent and each of the Class A Lenders, in favor of the Collateral Agent, the applicable Aircraft Owning Entity, or both of them, with respect to such Funded Aircraft, (y) to the extent that the Borrower obtains an IDERA or deregistration and export power of attorney in accordance with Section 10.38(x) above, and if any such IDERA or deregistration and export power of attorney is in favor of such Aircraft Owning Entity, and not the Collateral Agent, use commercially reasonable efforts, based upon market practice, to obtain and provide the Collateral Agent, with a copy to the Administrative Agent and each of the Class A Lenders, substitution documentation, in form and substance reasonably satisfactory to the Administrative Agent and each of the Class A Lenders, appointing the Collateral Agent as the authorized party, or attorney, as applicable, thereunder, and (z) file (A) each IDERA delivered pursuant to this Section 10.38 with the Applicable Foreign Government Entity, and (B) each deregistration and export power of attorney delivered pursuant to this Section 10.38 for recordation with the Applicable Foreign Government Entity, unless the Administrative Agent and each of the Class A Lenders shall have received an opinion, in form and substance satisfactory to the Administrative Agent and each of the Class A Lenders, from Local Aircraft Counsel with respect to each Applicable Foreign Aviation Law applicable to such Aircraft that the filing of such deregistration and export power of attorney is not possible, necessary or advisable under such Applicable Foreign Aviation Law in order to provide the Collateral Agent with the rights provided for therein. The Administrative Agent, th...
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Deregistration Documents. Each Deregistration Document (including, for the avoidance of doubt, in respect of each Initial Permitted Lease, an irrevocable deregistration and export request authorization in favor of the Security Trustee) for such Aircraft, duly executed by the relevant Permitted Lessee or the Company, as the case may be.
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Related to Deregistration Documents

  • Formation Documents (i) With respect to the Issuing Entity, the Certificate of Trust and the Trust Agreement, (ii) with respect to the Grantor Trust, the Grantor Trust Certificate of Trust and the Grantor Trust Agreement, and (iii) with respect to the Depositor, the certificate of formation of the Depositor filed in Delaware, dated as of January 4, 2019 and the amended and restated limited liability company agreement of the Depositor, dated as of March 27, 2019, made by the Sponsor, as member.

  • Exchange Act Registration For a period of three (3) years after the date of this Agreement, the Company shall use its best efforts to maintain the registration of the shares of Common Stock under the Exchange Act. The Company shall not deregister the shares of Common Stock under the Exchange Act without the prior written consent of the Representative.

  • Acquisition Documents Borrower has made available to Lender true and complete copies of all material agreements and instruments under which Borrower or any of its Affiliates or the seller of any of the Properties have remaining material rights or material obligations in respect of Borrower’s acquisition of the Properties.

  • Transaction Documents This Agreement, the Pubco Documents and all other documents necessary or reasonably required to consummate the Transaction, all in form and substance reasonably satisfactory to Priveco, will have been executed and delivered by Pubco.

  • Exchange Listing and Exchange Act Registration The Common Stock is registered pursuant to Section 12(b) of the Exchange Act and is included or approved for listing on the Nasdaq Capital Market and the Company has not taken any action designed to, or likely to have the effect of, terminating the registration of the Common Stock under the Exchange Act or delisting the Common Stock from the Nasdaq Capital Market, and the Company has not received any notification that the Commission or the Nasdaq Capital Market is contemplating terminating such registration or listing. The Company has complied in all material respects with the applicable requirements of the Nasdaq Capital Market for maintenance of inclusion of the Common Stock thereon. The Company has filed an application to include the Securities on the Nasdaq Capital Market. Except as previously disclosed to counsel for the Underwriters or as set forth in the Time of Sale Disclosure Package and the Prospectus, to the knowledge of the Company, no beneficial owners of the Company’s capital stock who, together with their associated persons and affiliates, hold in the aggregate 10% or more of such capital stock, have any direct or indirect association or affiliate with a FINRA member.

  • Amendments of Organization Documents Amend any of its Organization Documents in a manner materially adverse to the Lenders.

  • Proxy Statement/Prospectus; Registration Statement (a) As promptly as practicable after the execution of this Agreement, the Buyer and the Company shall prepare and the Company shall file with the SEC the Proxy Statement, and the Buyer shall prepare and file with the SEC the Registration Statement, in which the Proxy Statement will be included as a prospectus, provided that the Buyer may delay the filing of the Registration Statement until approval of the Proxy Statement by the SEC. The Buyer and the Company shall use reasonable efforts to cause the Registration Statement to become effective as soon after such filing as practicable. Each of the Buyer and the Company will respond to any comments of the SEC and will use its respective reasonable efforts to have the Proxy Statement cleared by the SEC and the Registration Statement declared effective under the Securities Act as promptly as practicable after such filings and the Company will cause the Proxy Statement and the prospectus contained within the Registration Statement to be mailed to its stockholders at the earliest practicable time after both the Proxy Statement is cleared by the SEC and the Registration Statement is declared effective under the Securities Act. Each of the Buyer and the Company will notify the other promptly upon the receipt of any comments from the SEC or its staff or any other government officials and of any request by the SEC or its staff or any other government officials for amendments or supplements to the Registration Statement, the Proxy Statement or any filing pursuant to Section 6.2(b) or for additional information and will supply the other with copies of all correspondence between such party or any of its representatives, on the one hand, and the SEC, or its staff or any other government officials, on the other hand, with respect to the Registration Statement, the Proxy Statement, the Merger or any filing pursuant to Section 6.2(b). Each of the Buyer and the Company will cause all documents that it is responsible for filing with the SEC or other regulatory authorities under this Section 6.2 to comply in all material respects with all applicable requirements of law and the rules and regulations promulgated thereunder. Whenever any event occurs which is required to be set forth in an amendment or supplement to the Proxy Statement, the Registration Statement or any filing pursuant to Section 6.2(b), the Buyer or the Company, as the case may be, will promptly inform the other of such occurrence and cooperate in filing with the SEC or its staff or any other government officials, and/or mailing to stockholders of the Company, such amendment or supplement.

  • Filing Documents This Agreement shall be filed or recorded in such office or offices as the Trustee may determine to be necessary or desirable. A copy of this Agreement and all amendments thereof shall be maintained in the office of the Trustee and shall be available at all times during regular business hours for inspection by any Beneficiary or his duly authorized representative. The Trustee shall file or record any amendment of this Agreement in the same places where the original Agreement is filed or recorded. The Trustee shall file or record any instrument which relates to any change in the office of the Trustee in the same places where the original Agreement is filed or recorded.

  • Subscription Documents Each Person desiring to purchase Shares through the Dealer Manager, or any other Soliciting Dealer, will be required to complete and execute the subscription documents described in the Prospectus. Until the minimum offering of $2,500,000 in Shares has been sold, payments for Shares shall be made by checks payable to “WXXXX FARGO BANK, NA, ESCROW AGENT FOR BUSINESS DEVELOPMENT CORPORATION OF AMERICA” During such time, the Selected Dealer shall forward original checks together with an original Subscription Agreement, executed and initialed by the subscriber as provided for in the Subscription Agreement, to the Escrow Agent at the address provided in the Subscription Agreement. When a Soliciting Dealer’s internal supervisory procedures are conducted at the site at which the Subscription Agreement and check were initially received by the Soliciting Dealer from the subscriber, the Soliciting Dealer shall transmit the Subscription Agreement and check to the Escrow Agent by the end of the next business day following receipt of the check and Subscription Agreement. When, pursuant to Soliciting Dealer’s internal supervisory procedures, the Soliciting Dealer’s final internal supervisory procedures are conducted at a different location (the “Final Review Office”), the Soliciting Dealer shall transmit the check and Subscription Agreement to the Final Review Office by the end of the next business day following the Soliciting Dealer’s receipt of the Subscription Agreement and check. The Final Review Office will, by the end of the next business day following its receipt of the Subscription Agreement and check, forward both the Subscription Agreement and check to the Escrow Agent. If any Subscription Agreement solicited by the Soliciting Dealer is rejected by the Dealer Manager or the Company, then the Subscription Agreement and check will be returned to the rejected subscriber within ten (10) business days from the date of rejection.

  • Authorization Documents For each Loan Party, such Person’s (a) charter (or similar formation document), certified by the appropriate governmental authority; (b) good standing certificates in its state of incorporation (or formation) and in each other state requested by the Administrative Agent; (c) bylaws (or similar governing document); (d) resolutions of its board of directors (or similar governing body) approving and authorizing such Person’s execution, delivery and performance of the Loan Documents to which it is party and the transactions contemplated thereby; and (e) signature and incumbency certificates of its officers executing any of the Loan Documents (it being understood that the Administrative Agent and each Lender may conclusively rely on each such certificate until formally advised by a like certificate of any changes therein), all certified by its secretary or an assistant secretary (or similar officer) as being in full force and effect without modification.

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