Organization Documents; Good Standing Sample Clauses
The 'Organization Documents; Good Standing' clause requires a party, typically a business entity, to confirm that it is properly formed, validly existing, and in compliance with all legal requirements in its jurisdiction. This often involves providing evidence such as articles of incorporation, certificates of good standing, or similar official documents. By including this clause, the agreement ensures that the entity is legally authorized to enter into contracts and conduct business, thereby reducing the risk of disputes over the party’s legal status or authority.
Organization Documents; Good Standing. Each of the following documents:
(i) the articles or certificate of incorporation and the bylaws of the Company as in effect on the Closing Date, certified by the Secretary or Assistant Secretary of the Company as of the Closing Date; and
(ii) a good standing certificate for the Company from the Secretary of State (or similar, applicable Governmental Authority) of its state of incorporation;
Organization Documents; Good Standing. Each of the following documents:
(i) the articles or certificate of organization (or similar charter document) and the bylaws (or similar governing documents) of the Company as in effect on the Effective Date, certified by the Secretary, an Assistant Secretary or a similar officer of the Company as of the Effective Date; and
(ii) a good standing certificate or certificate of status for the Company from the Secretary of State (or similar, applicable Governmental Authority) of its jurisdiction of organization.
Organization Documents; Good Standing. Each of the following documents:
(i) the articles or certificate of incorporation and the bylaws of the Borrower as in effect on the Closing Date, certified by the Secretary or Assistant Secretary of the Borrower as of the Closing Date; and
(ii) a good standing and tax good standing certificate for the Borrower from the Secretary of State (or similar, applicable Governmental Authority) of its state of incorporation and from the State of Colorado;
Organization Documents; Good Standing. Each of the following documents:
(i) the articles or certificate of formation (or similar charter document) and the bylaws (or similar governing documents) of each Loan Party as in effect on the Effective Date, certified by the Secretary or an Assistant Secretary or a similar officer of such Loan Party as of the Effective Date; and
(ii) a good standing certificate or certificate of status for each Loan Party from the Secretary of State (or similar, applicable Governmental Authority) of its jurisdiction of formation.
Organization Documents; Good Standing. Each of the following documents:
(i) the articles or certificate of incorporation, the bylaws and board of directors resolutions of the Company and each Guarantor as in effect on the Closing Date, certified by the Secretary or Assistant Secretary of such Person as of the Closing Date; and
(ii) a good standing certificate for the Company and each Guarantor from the Secretary of State (or similar, applicable Governmental Authority) of its state of incorporation and each state where such Person is qualified to do business as a foreign corporation as of a recent date, together with a bring-down certificate by facsimile, dated the Closing Date;
Organization Documents; Good Standing. Each of the following documents:
(i) the articles of incorporation and the bylaws of the Company as in effect on the Closing Date, certified by the Secretary or Assistant Secretary of the Company as of the Closing Date; and
(ii) a status certificate for the Company from the Secretary of State of Oregon and a certificate of foreign qualification and good standing of the Company in California, in each case, as of a recent date, together with a bring-down certificate by facsimile, dated the Closing Date;
Organization Documents; Good Standing. Each of the following documents:
(i) the articles or certificate of incorporation, the bylaws and board of directors resolutions of the Company and each Subsidiary as in effect on the Closing Date, certified by the Secretary or Assistant Secretary of the Company or such Subsidiary as of the Closing Date; and
(ii) a good standing certificate for the Company and each Subsidiary party to any Loan Document from the Secretary of State (or similar, applicable Governmental Authority) of its state of incorporation and each state where the Company or such Subsidiary is qualified to do business as a foreign corporation as of a recent date, together with a bring-down certificate by facsimile, dated the Closing Date;
Organization Documents; Good Standing. Each of the following documents:
(1) the certificate of formation, certificate of limited partnership, limited liability company agreement, partnership agreement, articles or certificate of incorporation and the bylaws, as applicable, of each of the Company, ECC and Falcon as in effect on the Closing Date, certified by the Authorized Officer of the Company, ECC or Falcon as of the Closing Date; and
(2) a good standing and tax good standing (or similar) certificate (to the extent such types of 38 90 certificates are available from the applicable jurisdiction) for the Company, ECC and Falcon from the Secretary of State (or similar, applicable Governmental Authority) of its state of incorporation and each state where the Company or ECC is qualified to do business as a foreign corporation as of a recent date, together with a bring-down certificate by facsimile, dated the Closing Date;
Organization Documents; Good Standing. Each of the following documents:
(i) the articles or certificate of incorporation and the bylaws of the Company and each Subsidiary party to any Loan Document as in effect on the Closing Date, certified by the Secretary or Assistant Secretary of the Company or such Subsidiary as of the Closing Date; and
(ii) a good standing certificate or certificate of status for the Company and each Subsidiary party to any Loan Document from the Secretary of State (or similar, applicable Governmental Authority) of its state of incorporation and such other states as shall be reasonably requested by Agent;
Organization Documents; Good Standing. Each of the following documents:
(i) the articles or certificate of incorporation and the bylaws of the General Partner and Petrolane and the Certificate of Limited Partnership and the Partnership Agreement of the Borrower, in each case as in effect on the Closing Date, certified by the Secretary or an Assistant Secretary of the General Partner or Petrolane, as applicable, as of the Closing Date; and
(ii) a good standing certificate for Petrolane, the General Partner and the Borrower from the Secretary of State (or similar, applicable Governmental Authority) of its state of incorporation or organization, as applicable, and each other state where such Obligor is qualified to do business as a foreign corporation, in each case as of a recent date (in no case earlier than 60 days prior to the date hereof).