Organic Documents, etc Clause Samples
The 'Organic Documents, etc' clause defines the foundational legal documents that establish and govern the existence and operations of an entity, such as articles of incorporation, bylaws, partnership agreements, or operating agreements. This clause typically specifies which documents are considered authoritative for the entity and may require parties to provide copies or ensure compliance with these documents during the course of a transaction. Its core practical function is to ensure all parties have a clear understanding of the entity's legal structure and governance, thereby reducing the risk of misunderstandings or disputes regarding authority and organizational procedures.
Organic Documents, etc. The Administrative Agent shall have received from the Borrower a certificate, dated the Effective Date, of an Authorized Officer certifying that attached thereto are true, correct and complete copies of the Organic Documents of the Borrower, together with all amendments thereto, and a certificate of good standing or equivalent document as to the Borrower, certified by the appropriate governmental officer in its jurisdiction of incorporation or formation, as well as any other information required by Section 326 of the USA Patriot Act or necessary for the Administrative Agent or any Lender to verify the identity of the Borrower as required by Section 326 of the USA Patriot Act.
Organic Documents, etc. The Agent shall have received copies of the Organic Documents of each of the Borrower and the Guarantor, together with all amendments thereto, and a certificate of good standing or equivalent document as to each of the Borrower and the Guarantor, each certified by the appropriate governmental officer in its jurisdiction of incorporation or formation, as well as any other information required by Section 326 of the USA PATRIOT ACT or necessary for the Agent or any Lender to verify the identity of the Borrower or the Guarantor as required by Section 326 of the USA PATRIOT Act.
Organic Documents, etc. The Administrative Agent shall have received copies of the Organic Documents of the Borrower, together with all amendments thereto, and a certificate of good standing or equivalent document as to the Borrower, certified by the appropriate governmental officer in its jurisdiction of incorporation or formation, as well as any other information required by Section 326 of the USA Patriot Act or necessary for the Administrative Agent or any Lender to verify the identity of the Borrower as required by Section 326 of the USA Patriot Act.
Organic Documents, etc. The Administrative Agent shall have received copies of the Organic Documents of (i) the Target immediately prior to the Initial Borrowing Date and (ii) the Noble Merger Subsidiary, together with all amendments thereto, and a certificate of good standing or equivalent document as to the Target (immediately prior to the Initial Borrowing Date) and the Noble Merger Subsidiary, certified by the appropriate governmental officer in its jurisdiction of incorporation or formation, as well as any other information required by Section 326 of the USA Patriot Act or necessary for the Administrative Agent or any Lender to verify the identity of the Target or the Noble Merger Subsidiary as required by Section 326 of the USA Patriot Act.
Organic Documents, etc. The copies of the articles of ---------------------- organization and operating agreement of Billmart, including any amendments thereto, which have been delivered to Radiant are true, correct and complete copies of such instruments as presently in effect. The members, managers and officers of Billmart are listed in Schedule 4.3 (e). ----------------
Organic Documents, etc. The Administrative Agent shall have received from each Obligor, (a) a copy of a good standing certificate, dated a date reasonably close to the Closing Date, for each such Person and (b) a certificate, dated the Closing Date, of its Secretary or Assistant Secretary as to
Organic Documents, etc. The copies of the articles of ---------------------- organization and operating agreement of PrysmTech, including any amendments thereto, which have been delivered to Radiant are true, correct and complete copies of such instruments as presently in effect. The managers and officers of PrysmTech are listed in Schedule 4.4(e). ---------------
Organic Documents, etc. The Administrative Agent shall have received, with counterparts for each Lender, certificates, dated the date of the First Amendment Effective Date, executed and delivered by an Authorized Officer of Central Virginia and of Global, as applicable, certifying, among other things,
(a) that attached thereto is a true and complete copy of Central Virginia=s Organic Documents and all amendments thereto, certified by the Secretary of State of the State of Delaware and dated a date reasonably near the First Amendment Effective Date;
(b) that attached thereto are true and complete copies of all partnership and corporate action taken by or on behalf of Global and Central Virginia, as the case may be, authorizing the execution, delivery and performance of this Amendment, each other Loan Document to which Global or Central Virginia is a party and all other aspects of the Global Transaction, and that such authorization has not been modified, rescinded or amended and is in full force and effect;
(c) that attached thereto is a true and complete copy of Central Virginia=s (A) Management Agreement and (B) Franchise Agreements, in each case as in effect on the First Amendment Effective Date, together with all amendments, waivers and other modifications made thereto and a part thereof and that each such Management Agreement and Franchise Agreement is in full force and effect; and
(d) as to the name, incumbency and specimen signature of each Authorized Officer of Central Virginia authorized to execute this Amendment and each other Loan Document to be executed by it (and the Administrative Agent and each Lender may conclusively rely on such certificate until it shall have received a further certificate canceling or amending such prior certificate).