Organization Documents; Incumbency. (i) copies of the certificate of incorporation or other formation documents of each Obligor (other than Immaterial Subsidiaries), and all amendments thereto, certified as of a recent date by the Secretary of State of the state of organization of such Obligor (other than Immaterial Subsidiaries); (ii) the certificate of said Secretary of State as to the due incorporation, valid corporate existence, good standing and charter documents on file of such Obligor (other than Immaterial Subsidiaries), as of a recent date; (iii) the certificate of the Secretary of State of each state in which such Obligor (other than Immaterial Subsidiaries) is required to qualify to do business as to due qualification to do business as a foreign entity and good standing of such Obligor (other than Immaterial Subsidiaries), as of a recent date; (iv) the certificate of the Secretary or Assistant Secretary of such Obligor (other than Immaterial Subsidiaries), dated the date hereof, certifying (A) that attached thereto is a true and complete copy of the certificate of incorporation and by-laws or other formation documents of such Obligor (other than Immaterial Subsidiaries), as in effect on the date of such certification, (B) that such certificate of incorporation or other formation documents has not been amended since the date of the last amendment thereto indicated on the certificate of the Secretary of State furnished pursuant to clause (i) above, and (C) the incumbency and signatures of the officers of such Obligor (other than Immaterial Subsidiaries) executing this Agreement or any other Facility Document on behalf of such Obligor (other than Immaterial Subsidiaries); and (v) a certificate of another officer as to the incumbency and specimen signature of the Secretary or Assistant Secretary executing the certificate pursuant to clause (iv) above.
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Sources: Credit Agreement (Kroll Inc)
Organization Documents; Incumbency. (i) copies of the certificate of incorporation or other formation documents of each Obligor (other than Immaterial Subsidiaries)Obligor, and all amendments thereto, certified as of a recent date by the Secretary of State of the state of organization of such Obligor (other than Immaterial Subsidiaries)Obligor; (ii) the certificate of said Secretary of State as to the due incorporation, valid corporate existence, good standing and charter documents on file of such Obligor (other than Immaterial Subsidiaries)Obligor, as of a recent date; (iii) the certificate of the Secretary of State of each state in which such Obligor (other than Immaterial Subsidiaries) is required to qualify to do business as to due qualification to do business as a foreign entity and good standing of such Obligor (other than Immaterial Subsidiaries)Obligor, as of a recent date; (iv) the certificate of the Secretary or Assistant Secretary of such Obligor (other than Immaterial Subsidiaries)Obligor, dated the date hereof, certifying (A) that attached thereto is a true and complete copy of the certificate of incorporation and by-laws or other formation documents of such Obligor (other than Immaterial Subsidiaries)Obligor, as in effect on the date of such certification, (B) that such certificate of incorporation or other formation documents has not been amended since the date of the last amendment thereto indicated on the certificate of the Secretary of State furnished pursuant to clause (i) above, and (C) the incumbency and signatures of the officers of such Obligor (other than Immaterial Subsidiaries) executing this Agreement or any other Facility Document on behalf of such Obligor (other than Immaterial Subsidiaries)Obligor; and (v) a certificate of another officer as to the incumbency and specimen signature signature: of the Secretary or Assistant Secretary executing the certificate pursuant to clause (ivv) above.;
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