Organizational Documents; Ownership of T-Two Partners Sample Clauses

Organizational Documents; Ownership of T-Two Partners. NK-CR, Holdings and T-Two Partners have provided to the Master Partnership true and complete copies of the Certificate of Limited Partnership and Limited Partnership Agreement of T-Two Partners as currently in effect. NK-CR is the record and beneficial owner of a 99% interest in T-Two Partners, and Holdings is the record and beneficial owner of a 1% interest in T-Two Partners, and T-Two Partners is the record and beneficial owner of a 100% interest in the Trust Certificates, in each case, free and clear of all liens other than the liens granted to (i) Fleet under an Ownership Pledge and Security Agreement, dated of even date herewith, by NK-CR in favor of Fleet, (ii) Fleet under an Ownership Pledge and Security Agreement, dated of even date herewith, Holdings in favor of Fleet, and (iii) Fleet under a Security Agreement, dated of even date herewith, and a Collateral Assignment, dated of even date herewith, each by T-Two Partners in favor of Fleet. NK-CR is the sole limited partner of T-Two Partners and Holdings is the sole general partner of T-Two Partners.
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Organizational Documents; Ownership of T-Two Partners. NK-CR and Holdings have provided to the Master Partnership true and complete copies of the Certificate of Limited Partnership and Limited Partnership Agreement of T-Two Partners as currently in effect. NK-CR is the record and beneficial owner of a 99% interest in T-Two Partners, and Holdings is the record and beneficial owner of a 1% interest in T-Two Partners, in each case, free and clear of all Liens other than the Liens granted to (i) Capital Trust pursuant to the Pledge and Security Agreement dated as of August 1, 1998 by NK-CR in favor of Capital Trust (the "Cap Trust Pledge Agreement") and (ii) Fleet under an Ownership Pledge and Security Agreement by NK-CR in favor of Fleet (the "Fleet Pledge Agreement"). NK-CR is the sole limited partner of T-Two Partners and Holdings is the sole general partner of T-Two Partners.

Related to Organizational Documents; Ownership of T-Two Partners

  • Organizational Documents; Incumbency Administrative Agent shall have received (i) sufficient copies of each Organizational Document executed and delivered by each Credit Party, as applicable, and, to the extent applicable, certified as of a recent date by the appropriate governmental official, for each Lender, each dated the Closing Date or a recent date prior thereto; (ii) signature and incumbency certificates of the officers of such Person executing the Credit Documents to which it is a party; (iii) resolutions of the Board of Directors or similar governing body of each Credit Party approving and authorizing the execution, delivery and performance of this Agreement and the other Credit Documents to which it is a party or by which it or its assets may be bound as of the Closing Date, certified as of the Closing Date by its secretary or an assistant secretary as being in full force and effect without modification or amendment; (iv) a good standing certificate from the applicable Governmental Authority of each Credit Party’s jurisdiction of incorporation, organization or formation and in each jurisdiction in which it is qualified as a foreign corporation or other entity to do business, each dated a recent date prior to the Closing Date; and (v) such other documents as Administrative Agent may reasonably request.

  • FORMATION AND ORGANIZATIONAL DOCUMENTS Borrower has previously delivered to Administrative Agent all of the relevant formation and organizational documents of Borrower, of the partners or joint venturers of Borrower (if any), and of all guarantors of the Loan (if any), and all such formation documents remain in full force and effect and have not been amended or modified since they were delivered to Administrative Agent. Borrower hereby certifies that: (i) the above documents are all of the relevant formation and organizational documents of Borrower; (ii) they remain in full force and effect; and (iii) they have not been amended or modified since they were previously delivered to Administrative Agent.

  • Organizational Documents The Company has furnished to the Buyers true, correct and complete copies of the Company’s Certificate of Incorporation, as amended and as in effect on the date hereof (the “Certificate of Incorporation”), and the Company’s bylaws, as amended and as in effect on the date hereof (the “Bylaws”), and the terms of all Convertible Securities and the material rights of the holders thereof in respect thereto.

  • Organizational Documents of the Surviving Entity At the Effective Time, (a) the certificate of limited partnership of the Partnership as in effect immediately prior to the Effective Time shall remain unchanged and shall be the certificate of limited partnership of the Surviving Entity from and after the Effective Time, until duly amended in accordance with applicable Law, and (b) the Partnership Agreement as in effect immediately prior to the Effective Time shall remain unchanged and shall be the agreement of limited partnership of the Surviving Entity from and after the Effective Time, until duly amended in accordance with the terms thereof and applicable Law.

  • Certified Copies of Organizational Documents The Agent shall have received from the Borrower a copy, certified as of a recent date by the appropriate officer of each State in which the Borrower, the Guarantors or any of their respective Subsidiaries, as applicable, is organized or in which the Real Estate is located and a duly authorized partner, member or officer of such Person, as applicable, to be true and complete, of the partnership agreement, corporate charter, declaration of trust or other organizational documents of the Borrower, the Guarantors, or any Subsidiary, as applicable, or its qualification to do business, as applicable, as in effect on such date of certification.

  • Fiscal Year; Organizational Documents No Credit Party will, nor will it permit its Subsidiaries to, (a) change its fiscal year or (b) in any manner that would reasonably be likely to adversely affect the rights of the Lenders, change its articles or certificate of incorporation or its bylaws.

  • Amendment to Organizational Documents The Borrowers will not, and will not permit any of their respective Subsidiaries to, amend, modify or waive any of its rights in a manner materially adverse to the Lenders or any Borrower under its certificate of incorporation, bylaws or other organizational documents.

  • Amendment of Organizational Documents The Borrower will not, or will permit any Restricted Subsidiary to, amend, modify or waive any of its rights under its articles or certificate of incorporation, by-laws or other organizational documents, in either case, to the extent such amendment, modification or waiver would be adverse in any material respect to the rights or interests of the Lenders hereunder or under any other Loan Document.

  • Organizational Documents of the Surviving Corporation The Company Certificate of Incorporation, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable Law. The Bylaws of the Company, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable Law.

  • Amendments of Organizational Documents Amend any of its Organizational Documents in any manner that may be adverse to the Administrative Agent or the Lenders or otherwise result in a Material Adverse Effect.

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