Common use of Obligor Documents Clause in Contracts

Obligor Documents. On or before the Closing Date, each Obligor shall deliver or cause to be delivered to Lenders (or to Administrative Agent for Lenders with sufficient originally executed copies, where appropriate, for each Lender) the following, each, unless otherwise noted, dated the Closing Date: (i) Certified copies of its certificate or articles of incorporation, certificate of limited partnership or partnership agreement or certificate of formation and limited liability company agreement, certified as of the Closing Date by its general partner’s or its managing member’s corporate secretary or an assistant secretary, together with a good standing certificate from the Secretary of State of its state of organization and such other states as the Administrative Agent (at the direction of the Requisite Lenders) may request in which it is qualified to do business and owns or operates a Station and, to the extent generally available, a certificate or other evidence of good standing as to payment of any applicable franchise or similar taxes from the appropriate taxing authority of each of such states, each dated a recent date prior to the Closing Date; (ii) Copies of its bylaws (if applicable), certified as of the Closing Date by its corporate secretary or an assistant secretary; (iii) Resolutions of its Board of Directors or managing member or general partner, as the case may be, approving and authorizing the execution, delivery and performance of each Loan Document to which it is to be a party, certified as of the Closing Date by its corporate secretary or an assistant secretary as being in full force and effect without modification or amendment; (iv) Signature and incumbency certificates of the officers or managing member or general partner of such Person executing the Loan Documents to which it is to be a party; (v) Executed originals of (A) in the case of Borrower, this Agreement, the Notes (duly executed in accordance with subsection 2.1E, drawn to the order of each Lender and with appropriate insertions) and the other Loan Documents to which it is to be a party and (B) in the case of each other Obligor, the Loan Documents to which it is to be a party; and (vi) Such other similar documents as Administrative Agent (at the direction of the Requisite Lenders) may reasonably request.

Obligor Documents. On or Lender shall have received from each Obligor: 1. a certificate dated not more than ten (10) days before the Closing DateDate from a Governmental Authority of the jurisdiction of such Obligor’s organization certifying that such Obligor is in good standing under the laws of such jurisdiction; 2. a certificate from the sole member of Borrower and an officer of Guarantor, each Obligor shall deliver or cause to be delivered to Lenders (or to Administrative Agent for Lenders with sufficient originally executed copies, where appropriate, for each Lender) the following, each, unless otherwise noted, dated the Closing Datecertifying: (A) (i) Certified copies in the case of its Borrower, that attached thereto is a true and complete copy of a certificate or articles of incorporation, certificate of limited partnership or partnership agreement or certificate of formation and limited liability company agreement, certified notarized by a qualified notary certifying as to the signature of the Closing Date by its general partner’s or its managing member’s corporate secretary or an assistant secretarysole member of Borrower who is authorized to execute and deliver this Agreement, together with a good standing certificate from the Secretary Mortgage and Security Agreement, the Notice of State Borrowing, the Fee Letter, the Aircraft Sale and Purchase Agreement, the ▇▇▇▇ of its state Sale, the Leases and the Ventures Power of organization Attorney and such other states as the Administrative Agent (at the direction of the Requisite Lenders) may request in which it is qualified to do business and owns or operates a Station and, to the extent generally available, a any certificate or other evidence document to be furnished pursuant hereto or thereto and (ii) in the case of good standing Guarantor, as to payment the incumbency and signatures of the officers of Guarantor authorized to execute and deliver this Agreement and any applicable franchise certificate or similar taxes from the appropriate taxing authority of each of such states, each dated a recent date prior other document to the Closing Datebe furnished pursuant hereto; (iiB) Copies of its bylaws (if applicable), certified as that attached thereto are true and complete copies of the Closing Date by its corporate secretary or an assistant secretaryorganizational documents of such Obligor; (iiiC) Resolutions that attached thereto are true and complete copies of its the written consent of the sole member or the unanimous written consent in lieu of a meeting by the Board of Directors or managing member or general partnerDirectors, as the case may beapplicable, approving and of such Obligor authorizing the execution, delivery and performance of each Loan Document of this Agreement, the Mortgage and Security Agreement, the Notice of Borrowing, the Fee Letter, the Aircraft Sale and Purchase Agreement, the ▇▇▇▇ of Sale, the Leases, and any certificate or other document to be furnished pursuant hereto or thereto to which it such Obligor is to be a party, certified as of party and the Closing Date by its corporate secretary transactions contemplated hereby and thereby; 3. a certificate from the sole member or an assistant secretary appropriate officer, as being in full force and effect without modification or amendment;applicable, of each Obligor certifying that: (iv) Signature and incumbency certificates of the officers or managing member or general partner of such Person executing the Loan Documents to which it is to be a party; (v) Executed originals of (A) in the case of Borrower, this Agreementthe representations and warranties of Borrower contained in each of the 1~oan Documents arc true and correct in all material respects and, the Notes (duly executed in accordance with subsection 2.1E, drawn immediately after giving effect to the order Loan, no Default or Event of each Lender Default shall have occurred and with appropriate insertions) and the other Loan Documents to which it is to be a party and continuing; (B) in the case of each other ObligorGuarantor, the Loan Documents representations and warranties of Guarantor in this Agreement are true and correct in all material respects and, immediately after giving effect to which it the Loan, no Default or Event of Default shall have occurred and be continuing; and 4. a certificate from an appropriate officer of Lessee certifying: (A) that attached thereto is a true and complete copy of the unanimous written consent in lieu of a meeting by the Board of Directors of Lessee authorizing the execution, delivery and performance of the Airlines Power of Attorney, the Lessee Consents and any certificate or other document to be a partyfurnished pursuant thereto and the transactions contemplated thereby; and (viB) Such other similar documents as Administrative Agent (at to the direction incumbency and signatures of the Requisite Lenders) may reasonably requestofficers of Lessee authorized to execute and deliver the Airlines Power of Attorney, the Lessee Consents and any certificate or other document to be furnished pursuant thereto.