Common use of Incumbency Certificates Clause in Contracts

Incumbency Certificates. The Administrative Agent shall have received a certificate of each Loan Party, dated the Restatement Effective Date, as to the incumbency and signature of the officers of such Person or, if applicable, of the general partner or managing member or members of such Person, executing any Loan Document, or having authorization to execute any certificate, notice or other submission required to be delivered to the Administrative Agent or a Lender pursuant to this Agreement, which certificate shall be included in the certificate delivered in respect of such Person pursuant to Section 6.1(b), shall be reasonably satisfactory in form and substance to the Administrative Agent, and shall be executed by the President or any Vice President and the Secretary or any Assistant Secretary of such Person, or, if applicable, of the general partner or managing member or members of such Person, on behalf of such Person.

Incumbency Certificates. The Administrative Agent shall have received a certificate of each Loan Party, dated the Restatement Effective Closing Date, as to the incumbency and signature of the officers of such Person Loan Party or, if applicable, of the general partner or managing member or members of such PersonLoan Party, executing any Loan Document, or having authorization to execute any certificate, notice or other submission required to be delivered to the Administrative Agent or a Lender pursuant to this Agreement, which certificate shall be included in the certificate delivered in respect of such Person Loan Party pursuant to Section 6.1(b), shall be reasonably satisfactory in form and substance to the Administrative Agent, and shall be executed by the President or any Vice President and the Secretary or any Assistant Secretary of such PersonLoan Party, or, if applicable, of the general partner or managing member or members of such PersonLoan Party, on behalf of such PersonLoan Party.

Incumbency Certificates. The Administrative Agent shall have received a certificate of each Loan Party, dated the Restatement Effective Closing Date, as to the incumbency and signature of the officers of such Person Loan Party or, if applicable, of the general partner or managing member or members of such PersonLoan Party, executing any Loan Document, or having authorization to execute any certificate, notice or other submission required to be delivered to the Administrative Agent or a Lender pursuant to this Agreement, which certificate shall be included in the certificate delivered in respect of such Person Loan Party pursuant to Section 6.1(b6.1(c), shall be reasonably satisfactory in form and substance to the Administrative Agent, and shall be executed by the President or any Vice President and the Secretary or any Assistant Secretary of such PersonLoan Party, or, if applicable, of the general partner or managing member or members of such PersonLoan Party, on behalf of such PersonLoan Party.

Incumbency Certificates. The Administrative Agent shall have received a certificate of each Loan Party, dated the Restatement Effective Date, as to the incumbency and signature of the officers of such Person or, if applicable, of the general partner or managing member or members of such Person, executing any Loan Document, or having authorization to execute any certificate, notice or other submission required to be delivered to the Administrative Agent or a Lender pursuant to this Agreement, which certificate shall be included in the certificate delivered in respect of such Person pursuant to Section 6.1(b), shall be reasonably satisfactory in form and substance to the Administrative Agent, and shall be executed by the President or any Vice President and the Secretary or any Assistant Secretary of such Person, or, if applicable, of the general partner or managing member or members of such Person, on behalf of such Person.. (f)

Incumbency Certificates. The Administrative Agent shall have received a certificate of each Loan Party, dated the Restatement Effective Closing Date, as to the incumbency and signature of the officers of such Person or, if applicable, of the general partner or managing member or members of such Person, executing any Loan Document, or having authorization to execute any certificate, notice or other submission required to be delivered to the Administrative Agent or a Lender pursuant to this Agreement, which certificate shall be included in the certificate delivered in respect of such Person pursuant to Section 6.1(b), shall be reasonably satisfactory in form and substance to the Administrative Agent, and shall be executed by the President or any Vice President and the Secretary or any Assistant Secretary of such Person, or, if applicable, of the general partner or managing member or members of such Person, on behalf of such Person.

Incumbency Certificates. The Administrative Agent shall have received a certificate of the Borrower and each Loan PartyGuarantor, dated the Restatement Effective Closing Date, as to the incumbency and signature of the officers of such Person or, if applicable, of the its general partner or managing member or members of such Personmembers, executing any Loan Document, or having authorization to execute any certificate, notice or other submission required to be delivered to the Administrative Agent or a Lender pursuant to this Agreement, which certificate shall be included in the certificate delivered in respect of such Person pursuant to Section 6.1(b5.1(b), shall be reasonably satisfactory in form and substance to the Administrative Agent, and shall be executed executed, as applicable, by the President or any Vice President or Director and the Secretary or any Assistant Secretary of such Person, or, if applicable, of the its general partner or managing member or members of such Personmembers, on behalf of such Person.

Incumbency Certificates. The Administrative Agent shall have received a certificate of each Loan Party, dated the Restatement Effective Date, as to the incumbency and signature of the officers of such Person or, if applicable, of the general partner or managing member or members of such Person, executing any Loan Document, or having authorization to execute any certificate, notice or other submission required to be delivered to the Administrative Agent or a Lender pursuant to this Agreement, which certificate shall be included in the certificate delivered in respect of such Person pursuant to Section 6.1(b), shall be reasonably satisfactory in form and substance to the Administrative Agent, and shall be executed by the President or any Vice President and the Secretary or any Assistant Secretary of such Person, or, if applicable, of the general partner or managing member or members of such Person, on behalf of such Person.. USActive 56005294.156005294.9 -186-

Incumbency Certificates. The Administrative Agent shall have received a certificate of each Loan PartyParty and the General Partner, dated the Restatement Effective Closing Date, as to the incumbency and signature of the officers of such Person or, if applicable, of the general partner or managing member or members of such Person, executing any Loan Document, or having authorization to execute any certificate, notice or other submission required to be delivered to the Administrative Agent or a Lender pursuant to this Agreement, which certificate shall be included in the certificate delivered in respect of such Person pursuant to Section 6.1(b), shall be reasonably satisfactory in form and substance to the Administrative Agent, and shall be executed by the President or any Vice President and the Secretary or any Assistant Secretary of such Person, or, if applicable, of the general partner or managing member or members of such Person, on behalf of such Person.

Incumbency Certificates. The Administrative Agent shall have received a certificate of each Loan Party, dated the Restatement Effective Date, as to the incumbency and signature of the officers of such Person or, if applicable, of the general partner or managing member or members of such Person, executing any Loan Document, or having authorization to execute any certificate, notice or other submission required to be delivered to the Administrative Agent or a Lender pursuant to this Agreement, which certificate shall be included in the certificate delivered in respect of such Person pursuant to Section 6.1(b), shall be reasonably satisfactory in form and substance to the Administrative 123 Agent, and shall be executed by the President or any Vice President and the Secretary or any Assistant Secretary of such Person, or, if applicable, of the general partner or managing member or members of such Person, on behalf of such Person.