Common use of INITIAL DOCUMENTATION LIST Clause in Contracts

INITIAL DOCUMENTATION LIST. 1. A certified copy of the constitutive documents of the Issuer. 2. A certified copy of all resolutions and other authorisations required to be passed or given, and evidence of any other action required to be taken, on behalf of the Issuer: to approve its entry into this Agreement, the Programme Memorandum, the Agency Agreement, the amendment and restatement of the Programme Memorandum, and the issue of Notes under the Programme; and to authorise appropriate persons to execute each of this Agreement, the Agency Agreement, any Relevant Agreement and Notes issued under the Programme and to take any other action in connection therewith; and to authorise appropriate persons to enter into agreements with any Dealer to issue Notes in accordance with clause 5 (Agreements to Issue and Subscribe) of this Agreement. 3. A certified list of the names, titles and specimen signatures of the persons authorised on behalf of the Issuer in accordance with paragraph 2 and 3 above. 4. Copies of any governmental consents, authorities and approvals, to the extent applicable, required for the Issuer to issue Notes and to enter into this Agreement, the Programme Memorandum, the Agency Agreement and any relevant agreement, as the case may be. 5. Legal opinions addressed to the Arranger and the Dealer dated on or after the date of this Agreement, in such form and with such content as the Arranger and the Dealer may reasonably require, from ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Inc, legal adviser to the Issuer, Arranger and the Dealers as to South African law. 6. A copy of this Agreement and the Agency Agreement and, where applicable, confirmation that executed copies of such documents have been delivered to the Transfer Agent (if any). 7. A copy of the final version of the signed Programme Memorandum. 8. Comfort letters from the independent auditors of the Issuer in such form and with such content as the Dealers may reasonably request. 9. Confirmation that the relevant Financial Exchange will list the Notes to be issued under the Programme Memorandum.

INITIAL DOCUMENTATION LIST. 1. A certified copy of the constitutive documents memorandum of incorporation of the IssuerIssuer and the Guarantors. 2. A certified copy of all authorisations and consents required to be given, and evidence of any other action required to be taken, on behalf of the Issuer: 2.1. to approve its entry into this Agreement, the Programme Memorandum, the Agency Agreement, the creation of the Programme and the issue of Notes under the Programme to the extent applicable; 2.2. to authorise appropriate persons to execute each of this Agreement, the Agency Agreement, any Relevant Agreement and any Notes issued under the Programme and to take any other action in connection therewith to the extent applicable; and 2.3. to authorise appropriate persons to enter into agreements with any Dealer to issue Notes in accordance with clause 4 of this Agreement. 3. A copy of all resolutions (complying with section 44 and section 45 of the Companies Act) and other authorisations required to be passed or given, and evidence of any other action required to be taken, on behalf of each of the Issuer: Guarantors: 3.1. to approve its their entry into this Agreement, the Programme Memorandum, the Agency Agreement, the amendment and restatement of the Programme Memorandum, Agreement and the issue of Notes under the ProgrammeGuarantee; and and 3.2. to authorise appropriate persons to execute each of this Agreement, the Agency Programme Memorandum, any Subscription Agreement, any Relevant Agreement and Notes issued under the Programme Guarantee and to take any other action in connection therewith; and therewith to authorise appropriate persons to enter into agreements with any Dealer to issue Notes in accordance with clause 5 (Agreements to Issue and Subscribe) of this Agreementthe extent applicable. 34. A certified list of the names, titles and specimen signatures of the persons authorised on behalf of the Issuer and the Guarantors in accordance with paragraph 2 paragraphs 2.3 and 3 3.3 above. 4. Copies of any governmental consents, authorities and approvals, to the extent applicable, required for the Issuer to issue Notes and to enter into this Agreement, the Programme Memorandum, the Agency Agreement and any relevant agreement, as the case may be. 5. Legal opinions addressed to the Arranger and each of the Dealer Dealers dated on or after the date of this Agreement, in such form and with such content as the Arranger and the Dealer Dealers may reasonably require, from ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Inc, legal adviser to the Issuer, Arranger and the Dealers Sonnenbergs Incorporated as transaction counsel as to South African law. 6. A copy of this Agreement Agreement, the Guarantee and the Agency Agreement and, where applicable, confirmation that executed copies of such documents have been delivered to the Transfer Agent (if any). 7. A copy of the final version of the signed Programme Memorandum. 8. Comfort letters A comfort letter from the KPMG Inc. as independent auditors of the Issuer in such form and with such content as the Dealers may reasonably request. 9. Comfort letters from KPMG Inc. as independent auditors of the Guarantors in such form and with such content as the Dealers may reasonably request. 10. A compliance letter from KPMG Inc. in terms of the Commercial Paper Regulations in such form and with such content as the Arranger may reasonably request. 11. A consent letter from KPMG Inc. in terms of the JSE Debt Listings Requirements in such form and with such content as the Arranger may reasonably request. 12. Confirmation (if appropriate) that the relevant Financial Exchange JSE will list the Notes to be issued under the Programme MemorandumProgramme.