Common use of Good Standing Certificates Clause in Contracts

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower and each Guarantor dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s and each Guarantor’s jurisdiction of incorporation and/or incorporation/formation, as applicable, and each jurisdiction where the conduct of each Borrower’s and each Guarantor’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower and Guarantors dated not more than 30 10 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of Borrower's and each Borrower’s Guarantor's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of Borrower's and each Borrower’s Guarantor's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for Borrower and each Borrower Guarantor dated not more than 30 ten (10) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s the applicable jurisdiction of incorporation and/or or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s and each of its Subsidiaries’ business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower and each Guarantor dated not more than 30 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s and each Guarantor’s jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s and each Guarantor’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 forty-five (45) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 15 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 thirty (30) days prior to the Closing Signing Date, issued by the Secretary secretary of State state or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, organization and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower and for Guarantor dated not more than 30 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's or of Guarantor's, as the case may be, jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each such Borrower’s 's or of Guarantor's, as the case may be, business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each domestic Borrower dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s the jurisdiction of incorporation and/or or formation, as applicable, and each jurisdiction where the conduct of each such Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for Borrower and each Subsidiary of Borrower dated not more than 30 days prior to the Closing DateClosing, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, formation and each jurisdiction where the conduct of Borrower's and each Subsidiary of Borrower’s 's business activities or the ownership of its properties necessitates qualification;.

Good Standing Certificates. Agent shall have received good standing certificates for Borrower and each Borrower of the other Credit Parties dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of Borrower’s and each BorrowerGuarantor’s jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s such Persons’ business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower and each Guarantor dated not more than 30 20 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s and each Guarantor’s jurisdiction of incorporation and/or or formation, as applicablethe case may be, and each jurisdiction where the conduct of each Borrower’s and each Guarantor’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good -------------------------- standing certificates for each Borrower dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, or formation and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower and each Guarantor dated not more than 30 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s and each Guarantor’s jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualificationfailure to be so qualified could reasonably be expected to have a Material Adverse Effect;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 fifteen (15) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for Holdings, each Borrower and Guarantor dated not more than 30 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of Holdings’, each Borrower’s and Guarantor’s jurisdiction of incorporation and/or formation, as applicable, or formation and each jurisdiction where the conduct of Holdings, each Borrower’s and Guarantor’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good -------------------------- standing certificates for each Borrower dated not more than 30 ten (10) days prior to the Closing Effective Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, formation and each jurisdiction where the conduct of each a Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower and Guarantor dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s and Guarantor’s jurisdiction of incorporation and/or incorporation/formation, as applicable, and each jurisdiction where the conduct of each Borrower’s and Guarantor’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received received, in form and substance satisfactory to Agent, good standing certificates for each Borrower and Guarantor dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's and Guarantor's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's and each Guarantor's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 thirty days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each such Borrower’s jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each such Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, organization and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received -------------------------- good standing certificates for each Borrower dated not more than 30 twenty (20) days prior to the Closing Effective Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, formation and each jurisdiction where the conduct of each a Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or or formation, as applicable, applicable and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification, except where Agent agrees otherwise;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 10 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;; (g)

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 20 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, formation and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. The Administrative Agent shall have received good standing certificates for the Borrower and each Borrower Guarantor dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each the Borrower’s 's and such Guarantor's jurisdiction of incorporation and/or formation, as applicable, or formation and each jurisdiction where the conduct of each the Borrower’s 's and such Guarantor's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 thirty (30) days prior to the Closing Amendment No. 2 Effective Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 thirty days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, organization and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, or formation and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, or formation and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing (and tax status, as applicable) certificates for each Borrower dated not more than 30 15 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s its jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualificationorganization;

Good Standing Certificates. Agent shall have received good ---------------------------- standing certificates for each Borrower dated not more than 30 fifteen (15) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower and each Guarantor dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s and each Guarantor’s jurisdiction of incorporation and/or formation, as applicable, organization and each jurisdiction where the conduct of each Borrower’s and each Guarantor’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for Borrower and each Borrower Guarantor dated not more than 30 days (or such longer period as is acceptable to Agent) prior to the Closing Date, issued by the Secretary of State or other appropriate official of Borrower’s and each BorrowerGuarantor’s jurisdiction of incorporation and/or formation, as applicable, or organization and each jurisdiction where the conduct Borrower and each Guarantor maintain their principal place of each Borrower’s business activities or the ownership of its properties necessitates qualificationbusiness;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 ten (10) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, or formation and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower and each Guarantor dated not more than 30 fifteen (15) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s and each Guarantor’s jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s and each Guarantor’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 10 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each domestic Borrower dated not more than 30 thirty (30) days prior to the Closing Restatement Date, issued by the Secretary of State or other appropriate official of each Borrower’s the jurisdiction of incorporation and/or or formation, as applicable, and each jurisdiction where the conduct of each such Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower Obligor which was a party to the Original Loan Agreement dated not more than 30 days prior to the Initial Closing Date and for each Obligor which was not a party to the Original Loan Agreement dated not more than 30 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s Obligor's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good -------------------------- standing certificates for each Borrower dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for Holdings, Borrower and each Borrower Guarantor that is not an individual dated not more than 30 60 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of Holdings', Borrower's and each Borrower’s such Guarantor's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Holdings', Borrower’s 's and such Guarantor's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 fifteen (15) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good -------------------------- standing certificates for Borrower and each Borrower Guarantor dated not more than 30 ten (10) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s the applicable jurisdiction of incorporation and/or or formation, as applicable, and each jurisdiction where the conduct of Borrower's and each Borrower’s of its Subsidiaries' business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 twenty (20) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, or formation and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received received, in form and substance satisfactory to Agent in its sole discretion, good standing certificates for each Borrower and Guarantor dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's and Guarantor's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's and Guarantor's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates or similar document for each Borrower dated not more than 30 ten (10) days prior to the Second Restated Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, or organization and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower and each Guarantor dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's and each Guarantor's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's and each Guarantor's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s the jurisdiction of incorporation and/or or formation, as applicable, of each such Borrower and each jurisdiction where the conduct of each Borrower’s its business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower and each Gurantor dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s and each Guarantor’s jurisdiction of incorporation and/or formation, as applicable, or formation and each jurisdiction where the conduct of each Borrower’s and each Guarantor’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 ten days prior to the Closing DateClosing, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower Obligor dated not more than 30 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s Obligor's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, incorporation/formation and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates (or the equivalent thereof, as applicable) for each Borrower dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, organization and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 twenty (20) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 10 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, organization and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 15 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, organization and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower and Guarantor dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower and XXXX dated not more than 30 10 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s and jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, organization and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates or similar document for each Borrower dated not more than 30 ten (10) days prior to the Restated Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, or organization and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 seven (7) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower and Holdings dated not more than 30 twenty (20) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s and Holding’s jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification, other than those jurisdictions in which the failure to so qualify would not reasonably be expected to have a Material Adverse Effect;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 days prior to the Closing DateClosing, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, formation and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;.

Good Standing Certificates. Agent shall have received good standing certificates for Borrower and each Borrower Guarantor dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of Borrower’s and each BorrowerGuarantor’s jurisdiction of incorporation and/or formation, as applicable, organization and each jurisdiction where the conduct of Borrower’s and each BorrowerGuarantor’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 fifteen (15) days prior to the Closing DateClosing, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualificationlisted on Schedule 5.2 hereto;

Good Standing Certificates. Unless waived by Agent, Agent shall have received good standing certificates for each Borrower dated not more than 30 seven (7) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualificationqualification and where failure to be qualified cannot be retroactively cured or could be reasonably expected to have a Material Adverse Effect;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 fifteen (15) days prior to the Closing Effective Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower and Guarantor dated not more than 30 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s and Guarantor’s jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s and Guarantor’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower and each Guarantor dated not more than 30 ten (10) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s and each Guarantor’s jurisdiction of incorporation and/or formation, as applicable, formation and each jurisdiction where the conduct of each Borrower’s and each Guarantor’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good -------------------------- standing certificates for each Borrower dated not more than 30 thirty days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, and each the jurisdiction where the conduct Borrower maintains its principal place of each Borrower’s business activities or the ownership of its properties necessitates qualificationbusiness;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, formation or organization (as applicable, ) and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 5 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction in which qualification and good standing are necessary for such Borrower to conduct its business and own its property and where the conduct of each failure to so qualify could reasonably be expected to have a Material Adverse Effect on such Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received received, in form and substance satisfactory to Agent in its sole discretion, good standing certificates for each Borrower dated not more than 30 thirty (30) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of Borrower's and each Borrower’s Guarantor's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of Borrower's and each Borrower’s Guarantor's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 twenty (20) days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 5 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, organization and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower and each Guarantor dated not more than 30 75 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s and each Guarantor’s jurisdiction of incorporation and/or formation, as applicable, or formation and each jurisdiction where the conduct of each Borrower’s and each Guarantor’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates (or Certificate of Status (Ontario) with respect to VISTAinfo) for each Borrower dated not more than 30 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, organization and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for Borrower and each Borrower Guarantor dated not more than 30 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of Borrower’s and each BorrowerGuarantor’s jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of Borrower’s and each BorrowerGuarantor’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or or formation, as applicable, applicable and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 20 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, and each jurisdiction where the conduct of each Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good -------------------------- standing certificates for each U.S. Borrower dated not more than 30 ten (10) days prior to the Closing Effective Date, issued by the Secretary of State or other appropriate official of each U.S. Borrower’s 's jurisdiction of incorporation and/or formation, as applicable, formation and each jurisdiction where the conduct of each a U.S. Borrower’s 's business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for each Borrower dated not more than 30 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s jurisdiction of incorporation and/or formation, as applicable, organization and each jurisdiction where the conduct of each Borrower’s business activities or the ownership of its properties necessitates qualification;

Good Standing Certificates. Agent shall have received good standing certificates for Borrower, each Borrower Guarantor and IFS Management dated not more than 30 days prior to the Closing Date, issued by the Secretary of State or other appropriate official of each Borrower’s, such Guarantor’s or IFS Management’s jurisdiction of incorporation and/or or formation, as applicable, applicable and each jurisdiction where the conduct of each Borrower’s, such Guarantor’s and IFS Management’s business activities or the ownership of its properties necessitates qualification;