Common use of Organization Documents Clause in Contracts

Organization Documents. The Administrative Agent shall have received (i) a copy of the Organization Documents, including all amendments thereto, of the Borrower, certified, if applicable, as of a recent date by the Secretary of State or other competent authority of the state of its organization, if applicable, or similar Governmental Authority, and a certificate as to the good standing or comparable certificate under applicable law (where relevant) of the Borrower as of a recent date from the Effective Date, from such Secretary of State, similar Governmental Authority or other competent authority and (ii) a certificate of the Secretary or Assistant Secretary or comparable officer under applicable law or director of the Borrower dated the Effective Date and certifying (where relevant) (A) that attached thereto is a true and complete copy of the Organization Documents of the Borrower as in effect on the Effective Date, (B) that attached thereto is a true and complete copy of resolutions duly adopted by the board of directors (or equivalent governing body) of the Borrower authorizing the execution, delivery and performance of the Loan Documents to which such Person is a party and, the borrowings hereunder, and that such resolutions have not been modified, rescinded or amended and are in full force and effect, (C) that the Organization Documents of the Borrower have not been amended since the date of the last amendment shown on such certificate, (D) as to (if applicable) the incumbency and specimen signature of each officer executing any Loan Document on behalf of the Borrower and countersigned by another officer as to the incumbency and specimen signature of the Secretary or Assistant Secretary or comparable officer under applicable law executing the certificate pursuant to clause (ii) above and (E) such other matters that are customarily included in a certificate of this nature in the jurisdiction of its incorporation or organization.

Organization Documents. The Administrative Agent shall have received received: (i) a copy of the Organization Documents, including all amendments thereto, of the Borrowereach Loan Party, certified, if applicable, certified as of a recent date by the Secretary of State or other competent authority of the state applicable Governmental Authority of its organization, if respective jurisdiction of organization to the extent applicable, or similar Governmental Authority, and ; (ii) a certificate as to the good standing (or comparable certificate under applicable law (where relevantstatus) of the Borrower each Loan Party from such Secretary of State or other applicable Governmental Authority of its respective jurisdiction of organization, as of a recent date from the Effective Date, from such Secretary of State, similar Governmental Authority or other competent authority and date; (iiiii) a certificate of the Secretary or Assistant Secretary or comparable officer under other applicable law or director Responsible Officer of the Borrower each Loan Party dated the Effective Closing Date and certifying (where relevantA) that, in the case of any Borrower and any Guarantor, the Organization Documents of such Loan Party have not been amended since the date of the last amendment thereto shown on the certificate of good standing or comparable status from its jurisdiction of organization furnished pursuant to clause (Aii) above and remains in full force and effect; (B) that attached thereto is a true and complete copy of the Organization Documents of the Borrower as in effect on the Effective Closing Date, (BC) that attached thereto is a true and complete copy of resolutions duly adopted by the board Board of directors Directors (or equivalent governing body) of the Borrower such Loan Party authorizing the execution, delivery and performance of the Loan Documents to which such Person it is to be a party and, in the case of any Borrower, the borrowings hereunder, and that such resolutions have not been modified, rescinded or amended and are in full force and effecteffect and are the only resolutions authorizing the execution, (C) that the Organization Documents delivery and performance of the Borrower have not been amended since the date of the last amendment shown on such certificate, Loan Documents; and (D) as to (if applicable) the incumbency and specimen signature of each officer Responsible Officer executing any Loan Document on behalf Document; and (iv) a certificate of the Borrower and countersigned by another officer as to the incumbency and specimen signature of the Secretary or Assistant Secretary or comparable officer under other applicable law Responsible Officer executing the certificate pursuant to clause (iiiii) above and (E) such other matters that are customarily included in a certificate of this nature in the jurisdiction of its incorporation or organizationabove.

Organization Documents. The Administrative Agent shall have received (i) a copy of the Organization Documents, including all amendments thereto, of the BorrowerBorrower and each Guarantor, certified, if applicable, as of a recent date by the Secretary of State or other competent authority of the state of its organization, if applicable, or similar Governmental Authority, and a certificate as to the good standing or comparable certificate under applicable law (where relevant) of the Borrower and each Guarantor as of a recent date from the Effective Closing Date, from such Secretary of State, similar Governmental Authority or other competent authority and (ii) a certificate of the Secretary or Assistant Secretary or comparable officer under applicable law or director of the Borrower and each Guarantor dated the Effective Closing Date and certifying (where relevant) (A) that attached thereto is a true and complete copy of the Organization Documents of the Borrower and each Guarantor as in effect on the Effective Closing Date, (B) that attached thereto is a true and complete copy of resolutions duly adopted by the board of directors (or equivalent governing body) of the Borrower and each Guarantor authorizing the execution, delivery and performance of the Loan Documents to which such Person is a party and, the borrowings hereunder, and that such resolutions have not been modified, rescinded or amended and are in full force and effect, (C) that the Organization Documents of the Borrower and each Guarantor have not been amended since the date of the last amendment shown on such certificate, (D) as to (if applicable) the incumbency and specimen signature of each officer executing any Loan Document on behalf of the Borrower and countersigned by another officer as to the incumbency and specimen signature of the Secretary or Assistant Secretary or comparable officer under applicable law executing the certificate pursuant to clause (ii) above and (E) such other matters that are customarily included in a certificate of this nature in the jurisdiction of its incorporation or organization.

Organization Documents. The Administrative Agent shall have received received: (i) a copy of the Organization Documents, including all amendments thereto, of the Borrowereach Loan Party, certified, if applicable, certified as of a recent date by the Secretary of State or other competent authority of the state applicable Governmental Authority of its organization, if respective jurisdiction of organization to the extent applicable, or similar Governmental Authority, and ; (ii) a certificate as to the good standing (or comparable certificate under applicable law (where relevantstatus) of the Borrower each Loan Party from such Secretary of State or other applicable Governmental Authority of its respective jurisdiction of organization, as of a recent date from the Effective Date, from such Secretary of State, similar Governmental Authority or other competent authority and date; (iiiii) a certificate of the Secretary or Assistant Secretary or comparable officer under other applicable law or director Responsible Officer of the Borrower each Loan Party dated the Effective Closing Date and certifying (where relevantA) that, in the case of the Borrower and any Guarantor, the Organization Documents of such Loan Party have not been amended since the date of the last amendment thereto shown on the certificate of good standing or comparable status from its jurisdiction of organization furnished pursuant to clause (Aii) above and remains in full force and effect; (B) that attached thereto is a true and complete copy of the Organization Documents of the Borrower as in effect on the Effective Closing Date, (BC) that attached thereto is a true and complete copy of resolutions duly adopted by the board Board of directors Directors (or equivalent governing body) of the Borrower such Loan Party authorizing the execution, delivery and performance of the Loan Documents to which such Person it is to be a party and, in the case of the Borrower, the borrowings hereunder, and that such resolutions have not been modified, rescinded or amended and are in full force and effecteffect and are the only resolutions authorizing the execution, (C) that the Organization Documents delivery and performance of the Borrower have not been amended since the date of the last amendment shown on such certificate, Loan Documents; and (D) as to (if applicable) the incumbency and specimen signature of each officer Responsible Officer executing any Loan Document on behalf Document; and (iv) a certificate of the Borrower and countersigned by another officer as to the incumbency and specimen signature of the Secretary or Assistant Secretary or comparable officer under other applicable law Responsible Officer executing the certificate pursuant to clause (iiiii) above and (E) such other matters that are customarily included in a certificate of this nature in the jurisdiction of its incorporation or organizationabove.

Organization Documents. The Administrative Agent shall have received (i) a copy of the Organization Documents, including all amendments thereto, of the BorrowerBorrower and each Guarantor, certified, if applicable, as of a recent date by the Secretary of State or other competent authority of the state of its organization, if applicable, or similar Governmental Authority, and a certificate as to the good standing or comparable certificate under applicable law (where relevant) of the Borrower and each Guarantor as of a recent date from the Effective Closing Date, from such Secretary of State, similar Governmental Authority or other competent authority and (ii) a certificate of the Secretary or Assistant Secretary or comparable officer under applicable law or director of the Borrower and each Guarantor dated the Effective Closing Date and certifying (where relevant) (A) that attached thereto is a true and complete copy of the Organization Documents of the Borrower and each Guarantor as in effect on the Effective Closing Date, (B) that attached thereto is a true and complete copy of resolutions duly adopted by the board of directors (or equivalent governing body) of the Borrower and each Guarantor authorizing the execution, delivery and performance of the Loan Documents to which such Person is a party and, the borrowings hereunder, and that such resolutions have not been modified, rescinded or amended and are in full force and effect, (C) that the Organization Documents of the Borrower and each Guarantor have not been amended since the date of the last amendment shown on such certificate, (D) as to (if applicable) the incumbency and specimen signature of each officer executing any Loan Document on behalf of the Borrower and countersigned by another officer as to the incumbency and specimen signature of the Secretary or Assistant Secretary or comparable officer under applicable law executing the certificate pursuant to clause (ii‎(ii) above and (E) such other matters that are customarily included in a certificate of this nature in the jurisdiction of its incorporation or organization.

Organization Documents. The Administrative Agent shall have received (i) a copy of the Organization Documents, including all amendments thereto, of the Borrowereach Loan Party, certified, if applicable, as of a recent date by the Secretary of State or other competent authority of the state of its organization, if applicable, or similar Governmental Authority, and a certificate as to the good standing or comparable certificate under applicable law (where relevant) of the Borrower each Loan Party as of a recent date from the Effective Datedate, from such Secretary of State, State or similar Governmental Authority or other competent authority and (ii) a certificate of the Secretary or Assistant Secretary or comparable officer under applicable law or director of the Borrower each Loan Party dated the Effective Closing Date and certifying (where relevant) (A) that attached thereto is a true and complete copy of the Organization Documents of the Borrower such Loan Party as in effect on the Effective Closing Date, (B) that attached thereto is a true and complete copy of resolutions duly adopted by the board of directors (or equivalent governing body) of the Borrower such Loan Party authorizing the execution, delivery and performance of the Loan Documents to which such Person is a party and, in the case of the Borrower, the borrowings hereunder, and that such resolutions have not been modified, rescinded or amended and are in full force and effect, (C) that the Organization Documents of the Borrower such Loan Party have not been amended since the date of the last amendment thereto shown on such certificatethe certificate of good standing or comparable certificate under applicable law furnished pursuant to clause (i) above, (D) as to (if applicable) the incumbency and specimen signature of each officer executing any Loan Document on behalf of the Borrower such Loan Party and countersigned by another officer as to the incumbency and specimen signature of the Secretary or Assistant Secretary or comparable officer under applicable law executing the certificate pursuant to clause (ii) above and (E) such other matters that are customarily included in a certificate of this nature in the jurisdiction of its incorporation or organization.

Organization Documents. The Administrative Agent shall have received received: (i) a copy of the Organization Documents, including all amendments thereto, Documents of the Borrower, certified, if applicable, certified as of a recent date by the Secretary of State or other competent authority of the its respective state of its organization, if applicable, or similar Governmental Authority, and a certificate as to the good standing or comparable certificate under applicable law (where relevant) of the Borrower as of a recent date from the Effective DateBorrower, from such Secretary of State, similar Governmental Authority or other competent authority and as of a recent date; (ii) a certificate of the Secretary or Assistant Secretary or comparable officer under applicable law or director of the Borrower dated the Effective Closing Date and certifying (where relevantA) that the Organization Documents of the Borrower have not been amended since the date of the last amendment thereto shown on the certificate of good standing furnished pursuant to CLAUSE (Ai) above; (B) that attached thereto is a true and complete copy of the Organization Documents code of regulations of the Borrower as in effect on the Effective DateClosing Date and at all times since a date prior to the date of the resolutions described in CLAUSE (C) below, (BC) that attached thereto is a true and complete copy of resolutions duly adopted by the board of directors (or equivalent governing body) of the Borrower authorizing the execution, delivery and performance of the Loan Documents to which such Person is a party and, and the borrowings hereunder, and that such resolutions have not been modified, rescinded or amended and are in full force and effect, (C) that the Organization Documents of the Borrower have not been amended since the date of the last amendment shown on such certificate, ; and (D) as to (if applicable) the incumbency and specimen signature of each officer executing any Loan Document or any other document delivered in connection herewith on behalf of the Borrower and countersigned by Borrower; (iii) a certificate of another officer of the Borrower as to the incumbency and specimen signature of the Secretary or Assistant Secretary or comparable officer under applicable law executing the certificate pursuant to clause CLAUSE (ii) above above; and (Eiv) such other matters that are customarily included in a certificate of this nature in documents as the jurisdiction of its incorporation Administrative Agent or organizationMayer, Brown, Rowe & Maw, counsel for the Administrative Agent, may reasonably r▇▇▇▇st.

Organization Documents. The Administrative Agent shall have received (i) a copy of the Organization Documents, including all amendments thereto, of the Borrowereach Loan Party, certified, if applicable, as of a recent date by the Secretary of State or other competent authority of the state of its organization, if applicable, or similar Governmental Authority, and a certificate as to the good standing or comparable certificate under applicable law (where relevant) of the Borrower each Loan Party as of a recent date from the Effective Datedate, from such Secretary of State, State or similar Governmental Authority or other competent authority and (ii) a certificate of the Secretary or Assistant Secretary or an authorized signatory or a comparable officer under applicable law or director of the Borrower each Loan Party dated the Effective Closing Date and certifying (where relevant) (A) that attached thereto is a true and complete copy of the Organization Documents of the Borrower such Loan Party as in effect on the Effective Closing Date, (B) that attached thereto is a true and complete copy of resolutions duly adopted by the board of directors or board of managers (or equivalent governing body) of the Borrower such Loan Party, authorizing the execution, delivery and performance of the Loan Documents to which such Person is a party and, in the case of the Borrowers, the borrowings hereunder, and that such resolutions have not been modified, rescinded or amended and are in full force and effect, (C) (save in respect of each Luxembourg Loan Party and each Finnish Party) that the Organization Documents of the Borrower such Loan Party have not been amended since the date of the last amendment thereto shown on such certificatethe certificate of good standing or comparable certificate under applicable law furnished pursuant to clause (i) above, (D) as to (if applicable) the incumbency and specimen signature of each officer or manager or authorized signatory executing any Loan Document on behalf of the Borrower such Loan Party and countersigned by another officer or manager as to the incumbency and specimen signature of the Secretary or Assistant Secretary or comparable officer under applicable law executing the certificate pursuant to clause (ii) above above, (E) if required by the articles of association or laws of the jurisdiction of its incorporation or organization of any Loan Party (if applicable) or if customary to provide in the relevant jurisdiction or in the context of any pledge of shares granted over the shares in the capital in any Loan Party, a copy of a resolution of the general meeting or a resolution in writing signed by all the holders of the issued shares (if applicable) of that company, (F) if applicable, a copy of a resolution signed by the supervisory board of the relevant Loan Party, (G) if applicable, an unconditional positive advice from each relevant works’ council including the request for advice and (EH) such other matters that are customarily included in a certificate of this nature in the jurisdiction of its incorporation or organization.

Organization Documents. The Administrative Agent shall have received (i) a copy of the Organization Documents, including all amendments thereto, of the Borrower, certified, if applicable, as of a recent date by the Secretary of State or other competent authority of the state of its organization, if applicable, or similar Governmental Authority, and a certificate as to the good standing or comparable certificate under applicable law (where relevant) of the Borrower as of a recent date from the Effective Datedate, from such Secretary of State, State or similar Governmental Authority or other competent authority and (ii) a certificate of the Secretary or Assistant Secretary or comparable officer other Responsible Officer under applicable law or director of the Borrower dated the Effective Closing Date and certifying (where relevant) (A) that attached thereto is a true and complete copy of the Organization Documents of the Borrower as in effect on the Effective Closing Date, (B) that attached thereto is a true and complete copy of resolutions duly adopted by the board of directors or board of managers (or equivalent governing body) of the Borrower authorizing the execution, delivery and performance of the Loan Documents Documents, the granting of Liens to which such Person is a party and, secure the Borrower’s Obligations hereunder and the borrowings hereunder, and that such resolutions have not been modified, rescinded or amended and are in full force and effect, (C) that the Organization Documents of the Borrower have not been amended since the date of the last amendment thereto shown on such certificatethe certificate of good standing or comparable certificate under applicable law furnished pursuant to clause (i) above, (D) as to (if applicable) the incumbency and specimen signature of each officer Responsible Officer executing any Loan Document on behalf of the Borrower and countersigned by another officer or manager as to the incumbency and specimen signature of the Secretary or Assistant Secretary or comparable officer under applicable law executing the certificate pursuant to clause (ii) above above, and (E) such other matters that are customarily included in if applicable, a certificate copy of this nature in a resolution signed by the jurisdiction supervisory board of its incorporation or organizationBrazilCo.

Organization Documents. The Administrative Agent shall have received received: (i) a copy of the Organization Documents, including all amendments thereto, Documents of the each Borrower, certified, certified (if applicable, available) as of a recent date by the Secretary of State or other competent authority of the state similar official of its organization, if applicable, respective state or similar Governmental Authorityjurisdiction of organization, and a certificate as to the good standing or comparable certificate under applicable law (where relevant) of the Borrower as of a recent date from the Effective Dateeach Borrower, from such Secretary of StateState or similar official, similar Governmental Authority or other competent authority and as of a recent date; (ii) a certificate of the Secretary or Assistant Secretary or comparable officer under applicable law or director of the each Borrower dated the Effective Closing Date and certifying (where relevantA) that the Organization Documents of such Borrower have not been amended since the date of the last amendment thereto shown on the certificate of good standing furnished pursuant to clause (Ai) above; (B) that attached thereto is a true and complete copy of the Organization Documents by–laws or similar constitutive documents of the such Borrower as in effect on the Effective DateClosing Date and at all times since a date prior to the date of the resolutions described in clause (C) below, (BC) that attached thereto is a true and complete copy of resolutions duly adopted by the board of directors (or equivalent similar governing body) body of the each Borrower authorizing the execution, delivery and performance of the Loan Documents to which such Person is a party and, and the borrowings hereunder, and that such resolutions have not been modified, rescinded or amended and are in full force and effect, (C) that the Organization Documents of the Borrower have not been amended since the date of the last amendment shown on such certificate, ; and (D) as to (if applicable) the incumbency and specimen signature of each officer executing any Loan Document or any other document delivered in connection herewith on behalf of the Borrower and countersigned by such Borrower; (iii) a certificate of another officer of each Borrower as to the incumbency and specimen signature of the Secretary or Assistant Secretary or comparable officer under applicable law executing the certificate pursuant to clause (ii) above above; and (Eiv) such other matters that are customarily included in a certificate of this nature in documents as the jurisdiction of its incorporation Administrative Agent or organization▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & ▇▇▇▇▇▇, P.A., counsel for the Administrative Agent, may reasonably request.

Organization Documents. The Administrative Agent shall have received received: (i) a copy of the Organization Documents, including all amendments thereto, Documents of the Borrower, certified, if applicable, certified as of a recent date by the Secretary of State or other competent authority of the its respective state of its organization, if applicable, or similar Governmental Authority, and a certificate as to the good standing or comparable certificate under applicable law (where relevant) of the Borrower as of a recent date from the Effective DateBorrower, from such Secretary of State, similar Governmental Authority or other competent authority and as of a recent date; (ii) a certificate of the Secretary or Assistant Secretary or comparable officer under applicable law or director of the Borrower dated the Amendment Effective Date and certifying (where relevantA) that the Organization Documents of the Borrower have not been amended since the date of the last amendment thereto shown on the certificate of good standing furnished pursuant to clause (Ai) above; (B) that attached thereto is a true and complete copy of the Organization Documents code of regulations of the Borrower as in effect on the Amendment Effective DateDate and at all times since a date prior to the date of the resolutions described in clause (C) below, (BC) that attached thereto is a true and complete copy of resolutions duly adopted by the board of directors (or equivalent governing body) of the Borrower authorizing the execution, delivery and performance of the Loan Documents to which such Person is a party and, and the borrowings hereunder, and that such resolutions have not been modified, rescinded or amended and are in full force and effect, (C) that the Organization Documents of the Borrower have not been amended since the date of the last amendment shown on such certificate, ; and (D) as to (if applicable) the incumbency and specimen signature of each officer executing any Loan Document or any other document delivered in connection herewith on behalf of the Borrower and countersigned by Borrower; (iii) a certificate of another officer of the Borrower as to the incumbency and specimen signature of the Secretary or Assistant Secretary or comparable officer under applicable law executing the certificate pursuant to clause (ii) above above; and (Eiv) such other matters that are customarily included in a certificate of this nature in documents as the jurisdiction of its incorporation Administrative Agent, the Syndication Agent or organizationMayer, Brown, ▇▇▇▇ & Maw LLP, counsel for the Agents, may reasonably request.

Organization Documents. The Administrative Agent shall have received (i) a copy of the Organization Documents, including all amendments thereto, of the Borrowereach Loan Party, certified, if applicable, as of a recent date by the Secretary of State or other competent authority of the state of its organization, if applicable, or similar Governmental Authority, and a certificate as to the good standing or comparable certificate under applicable law (where relevant) of the Borrower each Loan Party as of a recent date from the Effective Datedate, from such Secretary of State, State or similar Governmental Authority or other competent authority and (ii) a certificate of the Secretary or Assistant Secretary or the Permanent Representative or an authorized signatory or a comparable officer under applicable law or director of the Borrower each Loan Party dated the Effective Closing Date and certifying (where relevant) (A) that attached thereto is a true and complete copy of the Organization Documents of the Borrower such Loan Party as in effect on the Effective Closing Date, (B) that attached thereto is a true and complete copy of resolutions duly adopted by the board of directors or board of managers (or equivalent governing body) of such Loan Party or, with respect to the Borrower Lead Borrower, by its general partner, authorizing the execution, delivery and performance of the Loan Documents to which such Person is a party and, in the case of the Borrowers, the borrowings hereunder, and that such resolutions have not been modified, rescinded or amended and are in full force and effect, (C) (save in respect of each Luxembourg Loan Party) that the Organization Documents of the Borrower such Loan Party have not been amended since the date of the last amendment thereto shown on such certificatethe certificate of good standing or comparable certificate under applicable law furnished pursuant to clause (i) above, (D) as to (if applicable) the incumbency and specimen signature of each officer or manager or authorized signatory or Permanent Representative executing any Loan Document on behalf of the Borrower such Loan Party and countersigned by another officer or manager as to the incumbency and specimen signature of the Secretary or Assistant Secretary or comparable officer under applicable law executing the certificate pursuant to clause (ii) above above, (E) if required by the articles of association of any Loan Party (if applicable) or in the context of any pledge of shares granted over the shares in the capital in any Loan Party, a copy of a resolution of the general meeting of that company, (F) if applicable, a copy of a resolution signed by the supervisory board of the relevant Loan Party, (G) if applicable, an unconditional positive advice from each relevant works’ council including the request for advice and (E) such other matters that are customarily included in a certificate of this nature in the jurisdiction of its incorporation or organization.

Organization Documents. The After giving effect to the transactions contemplated hereby, the Administrative Agent shall have received received: (i) a copy of the Organization Documents, including all amendments thereto, of the Borrowereach Loan Party, certified, if applicable, certified as of a recent date by the Secretary of State or other competent authority of the state applicable Governmental Authority of its organization, if respective jurisdiction of organization to the extent applicable, or similar Governmental Authority, and ; (ii) a certificate as to the good standing (or comparable certificate under applicable law (where relevantstatus) of the Borrower each Loan Party from such Secretary of State or other applicable Governmental Authority of its respective jurisdiction of organization, as of a recent date from the Effective Date, from such Secretary of State, similar Governmental Authority or other competent authority and date; (iiiii) a certificate of the Secretary or Assistant Secretary or comparable officer under other applicable law or director Responsible Officer of the Borrower each Loan Party dated the Restatement Effective Date and certifying (where relevantA) that, in the case of the Borrower and any Domestic Guarantor, the Organization Documents of such Loan Party have not been amended since the date of the last amendment thereto shown on the certificate of good standing or comparable status from its jurisdiction of organization furnished pursuant to clause (Aii) above and remains in full force and effect; (B) that attached thereto is a true and complete copy of the Organization Documents of the Borrower as in effect on the Restatement Effective Date, (B) that attached thereto is a true Date and complete copy of resolutions duly adopted by at all times since the board of directors (or equivalent governing body) date of the Borrower authorizing the execution, delivery and performance of the Loan Documents to which such Person is a party and, the borrowings hereunder, and resolutions described in Section 4.01(b)(C) or certifying that such resolutions have not been modified, rescinded or amended and are in full force and effect, (C) that the Organization Documents of the Borrower have not been amended since the date of the last amendment shown on such certificatedate, and (DC) as to (if applicable) the incumbency and specimen signature of each officer Responsible Officer executing any Loan Document on behalf Document; and (iv) a certificate of the Borrower and countersigned by another officer as to the incumbency and specimen signature of the Secretary or Assistant Secretary or comparable officer under other applicable law Responsible Officer executing the certificate pursuant to clause (iiiii) above and (E) such other matters that are customarily included in a certificate of this nature in the jurisdiction of its incorporation or organizationabove.

Organization Documents. The Administrative Agent shall have received (i) a copy of the Organization Documents, including all amendments thereto, of the BorrowerBorrower and each Guarantor, certified, if applicable, as of a recent date by the Secretary of State or other competent authority of the state of its organization, if applicable, or similar Governmental Authority, and a certificate as to the good standing or comparable certificate under applicable law (where relevant) of the Borrower and each Guarantor as of a recent date from the Restatement Effective Date, from such Secretary of State, similar Governmental Authority or other competent authority and (ii) a certificate of the Secretary or Assistant Secretary or comparable officer under applicable law or director of the Borrower and each Guarantor dated the Restatement Effective Date and certifying (where relevant) (A) that attached thereto is a true and complete copy of the Organization Documents of the Borrower and each Guarantor as in effect on the Restatement Effective Date, (B) that attached thereto is a true and complete copy of resolutions duly adopted by the board of directors (or equivalent governing body) of the Borrower and each Guarantor authorizing the execution, delivery and performance of the Loan Documents to which such Person is a party and, the borrowings hereunder, and that such resolutions have not been modified, rescinded or amended and are in full force and effect, (C) that the Organization Documents of the Borrower and each Guarantor have not been amended since the date of the last amendment shown on such certificate, (D) as to (if applicable) the incumbency and specimen signature of each officer executing any Loan Document on behalf of the Borrower and countersigned by another officer as to the incumbency and specimen signature of the Secretary or Assistant Secretary or comparable officer under applicable law executing the certificate pursuant to clause (ii‎(ii) above and (E) such other matters that are customarily included in a certificate of this nature in the jurisdiction of its incorporation or organization.

Organization Documents. The Administrative Agent shall have received (i) a copy of the Organization Documents, including all amendments thereto, of the Borrowereach Loan Party, certified, if applicable, as of a recent date by the Secretary of State or other competent authority of the state of its organization, if applicable, or similar Governmental Authority, and a certificate as to the good standing or comparable certificate under applicable law (where relevant) of the Borrower each Loan Party as of a recent date from the Effective Datedate, from such Secretary of State, State or similar Governmental Authority or other competent authority and (ii) a certificate of the Secretary or Assistant Secretary or an authorized signatory or a comparable officer under applicable law or director of the Borrower each Loan Party dated the Effective Closing Date and certifying (where relevant) (A) that attached thereto is a true and complete copy of the Organization Documents of the Borrower such Loan Party as in effect on the Effective Closing Date, (B) that attached thereto is a true and complete copy of resolutions duly adopted by the board of directors or board of managers (or equivalent governing body) of the Borrower such Loan Party, authorizing the execution, delivery and performance of the Loan Documents to which such Person is a party and, in the case of the Borrowers, the borrowings hereunder, and that such resolutions have not been modified, rescinded or amended and are in full force and effect, (C) (save in respect of each Luxembourg Loan Party and each Finnish Party) that the Organization Documents of the Borrower such Loan Party have not been amended since the date of the last amendment thereto shown on such certificatethe certificate of good standing or comparable certificate under applicable law furnished pursuant to clause (i) above, (D) as to (if applicable) the incumbency and specimen signature of each officer or manager or authorized signatory executing any Loan Document on behalf of the Borrower such Loan Party and countersigned by another officer or manager as to the incumbency and specimen signature of the Secretary or Assistant Secretary or comparable officer under applicable law executing the certificate pursuant to clause (ii) above above, (E) if required by the articles of association or laws of the jurisdiction of its incorporation or organization of any Loan Party (if applicable) or if customary to provide in the relevant jurisdiction or in the context of any pledge of shares granted over the shares in the capital in any Loan Party, a copy of a resolution of the general meeting or a resolution in writing signed by all the holders of the issued shares (if applicable) of that company, (F) if applicable, a copy of a resolution signed by the supervisory board of the relevant Loan Party, (G) if applicable, an unconditional positive advice from each relevant works’ council including the request for advice and (EEH) such other matters that are customarily included in a certificate of this nature in the jurisdiction of its incorporation or organization.