Common use of Required Deliverables Clause in Contracts

Required Deliverables. Each Accession Agreement delivered by a Material Subsidiary under the immediately preceding subsection (a) shall be accompanied by each of the following items: (i) the certificate or articles of incorporation, articles of organization, certificate of limited partnership, declaration of trust or other comparable organizational instrument (if any) of such Material Subsidiary, certified as of a recent date by the Secretary of State of the State of formation of such Material Subsidiary; (ii) a Certificate of Good Standing or certificate of similar meaning with respect to such Material Subsidiary (and in the case of a limited partnership, the general partner of such Material Subsidiary) issued as of a recent date by the Secretary of State of the State of formation of such Material Subsidiary and certificates of qualification to transact business or other comparable certificates issued by each Secretary of State (and any state department of taxation, as applicable) of each state in which such Material Subsidiary is required to be so qualified where failure to be so qualified could reasonably be expected to have a Material Adverse Effect; (iii) a certificate of incumbency signed by the Secretary or Assistant Secretary (or other individual performing similar functions) of such Material Subsidiary with respect to each of the officers of such Person authorized to execute and deliver the Loan Documents to which such Material Subsidiary is a party; (iv) copies certified by the Secretary or Assistant Secretary (or other individual performing similar functions) of such Material Subsidiary of the by-laws of such Person, if a corporation, the operating agreement, if a limited liability company, the partnership agreement, if a limited or general partnership, or other comparable document in the case of any other form of legal entity; (v) copies certified by the Secretary or Assistant Secretary (or other individual performing similar functions) of such Material Subsidiary of all corporate, partnership, member or other necessary action taken by such Material Subsidiary to authorize the execution, delivery and performance of the Loan Documents to which it is a party; and (vi) the items that would have been delivered under Sections 5.1.(a)(iv), (v) and (xvi) as if such Material Subsidiary had been a Guarantor on the Effective Date.

Required Deliverables. Each Accession Agreement delivered by a Material Subsidiary under the immediately preceding subsection (a) Purchaser shall be accompanied by have received each of the following itemsin form and substance satisfactory to it: (i) copies of this Agreement, the certificate or articles of incorporationCustody Agreement, articles of organizationand the Guaranty, certificate of limited partnership, declaration of trust or other comparable organizational instrument (if any) of such Material Subsidiary, certified as of a recent date in each case duly signed and delivered by the Secretary of State of the State of formation of such Material Subsidiaryparties thereto (including Issuer, Custodian, and any Affiliate Guarantor(s)); (ii) a Certificate of Good Standing or certificate of similar meaning with respect to such Material Subsidiary (and in the case of a limited partnership, the general partner of such Material Subsidiary) issued as of a recent date by the Secretary of State signed copies of the State of formation of such Material Subsidiary and certificates of qualification to transact business or other comparable certificates issued by each Secretary of State (and any state department of taxation, as applicable) of each state in which such Material Subsidiary is required to be so qualified where failure to be so qualified could reasonably be expected to have a Material Adverse EffectLegal Opinions; (iii) a certificate of incumbency signed by a duly qualified officer of Issuer and each Affiliate Guarantor that is an entity or trust, certifying as appropriate as to: (A) all action taken by Issuer and such Affiliate Guarantor in connection with this Agreement and the Secretary other Bond Documents; (B) the names of the representatives of Issuer and such Affiliate Guarantor authorized to sign the Bond Documents and their true signatures; and (C) copies of the Governing Documents of Issuer and such Affiliate Guarantor as in effect on such date certified by the appropriate state official where such documents are filed in a state office (if so filed or Assistant Secretary required to be so filed) together with certificates from the appropriate state officials as to the continued existence and good standing or existence (or other individual performing similar functionsas applicable) of Issuer and such Material Subsidiary with respect to each Affiliate Guarantor in its state of the officers of such Person authorized to execute and deliver the Loan Documents to which such Material Subsidiary is a partyorganization; (iv) copies certified a certificate signed by a duly qualified officer of Issuer stating that (A) all representations and warranties of Issuer and each Affiliate Guarantor set forth in this Agreement and the Secretary or Assistant Secretary other Bond Documents are true and correct; (or other individual performing similar functionsB) of such Material Subsidiary Issuer and each Affiliate Guarantor is in compliance with each of the by-laws of such Person, if a corporation, the operating agreement, if a limited liability company, the partnership agreement, if a limited or general partnership, or other comparable document covenants and conditions set forth herein and in the other Bond Documents applicable to it; (C) no Event of Default exists; (D) there has occurred no Material Adverse Change or any event or circumstance that could reasonably be expected to cause a Material Adverse Change, in each case since the date of any other form the Financial Statements delivered pursuant to clause (viii) below; and (E) Issuer and each Affiliate Guarantor has satisfied each of legal entitythe closing conditions required to be satisfied by it hereunder; (v) copies a lien search with respect to Issuer, in scope satisfactory to Purchaser and ▇▇▇▇▇▇ Mac and with results showing no liens other than Permitted Liens and otherwise satisfactory to Purchaser and Farmer Mac; (vi) a completed certified agricultural mortgage marketing facility application (which shall have been approved by Farmer Mac) as prescribed by 12 U.S.C. § 2279aa-5, in form and substance attached hereto as Annex D (the Secretary or Assistant Secretary “Application”); (vii) evidence that Issuer (or other individual performing similar functionsthe Collateral Agent on behalf of Issuer) of such Material Subsidiary of all corporate, partnership, member or other necessary action taken by such Material Subsidiary has duly filed a UCC-1 financing statement in form and substance acceptable to authorize Purchaser and the execution, delivery and performance of Collateral Agent covering the Loan Documents Collateral and naming Issuer as the Debtor therein and Collateral Agent as the Secured Party therein in accordance with the requirements set forth in Section 6.01; (viii) the most recent Financial Statements of FPI, and such budgets, forecasts and other information as to which it is a partyIssuer and each Affiliate Guarantor as Purchaser or Farmer Mac may have required; (ix) all documentation and other information requested by Purchaser or Farmer Mac in order to comply with requirements of any laws concerning or relating to bribery, corruption or financing terrorism; and (vix) the items that would have been delivered under Sections 5.1.(a)(iv), (v) and (xvi) such other documents in connection with such transactions as if such Material Subsidiary had been a Guarantor on the Effective DatePurchaser or Farmer Mac may reasonably request.

Required Deliverables. Each Accession Agreement delivered by a Material Subsidiary under the immediately preceding subsection (a) shall be accompanied by each of the following items: (i) the certificate or articles of incorporation, articles of organization, certificate of limited partnership, declaration of trust or other comparable organizational instrument (if any) of such Material Subsidiary, certified as of a recent date by the Secretary of State of the State of formation of such Material Subsidiary; (ii) a Certificate certificate of Good Standing good standing or certificate of similar meaning with respect to such Material Subsidiary (and in the case of a limited partnership, the general partner of such Material Subsidiary) issued as of a recent date by the Secretary of State of the State of formation of such Material Subsidiary and certificates of qualification to transact business or other comparable certificates issued by each Secretary of State (and any state department of taxation, as applicable) of each state in which such Material Subsidiary is required to be so qualified where failure to be so qualified could reasonably be expected to have a Material Adverse Effect; (iii) a certificate of incumbency signed by the Secretary or Assistant Secretary (or other individual performing similar functions) of such Material Subsidiary with respect to each of the officers of such Person authorized to execute and deliver the Loan Documents to which such Material Subsidiary is a party; (iv) copies certified by the Secretary or Assistant Secretary (or other individual performing similar functions) of such Material Subsidiary of the by-laws of such Person, if a corporation, the operating agreement, if a limited liability company, the partnership agreement, if a limited or general partnership, or other comparable document in the case of any other form of legal entity; (v) copies certified by the Secretary or Assistant Secretary (or other individual performing similar functions) of such Material Subsidiary of all corporate, partnership, member or other necessary action taken by such Material Subsidiary to authorize the execution, delivery and performance of the Loan Documents to which it is a party; and (vi) the items that would have been delivered under Sections 5.1.(a)(iv), (v), (xiii) and (xvixvii) as if such Material Subsidiary had been a Guarantor on the Effective Date.

Required Deliverables. Each Accession Agreement delivered by a Material Subsidiary under the immediately preceding subsection (a) shall be accompanied by each of the following items: (i) the certificate or articles of incorporation, articles of organization, certificate of limited partnership, declaration of trust or other comparable organizational instrument (if any) of such Material Subsidiary, certified as of a recent date by the Secretary of State of the State of formation of such Material Subsidiary; (ii) a Certificate of Good Standing or certificate of similar meaning with respect to such Material Subsidiary (and in the case of a limited partnership, the general partner of such Material Subsidiary) issued as of a recent date by the Secretary of State of the State of formation of such Material Subsidiary and certificates of qualification to transact business or other comparable certificates issued by each Secretary of State (and any state department of taxation, as applicable) of each state in which such Material Subsidiary is required to be so qualified where failure to be so qualified could reasonably be expected to have a Material Adverse Effect; (iii) a certificate of incumbency signed by the Secretary or Assistant Secretary (or other individual performing similar functions) of such Material Subsidiary with respect to each of the officers of such Person authorized to execute and deliver the Loan Documents to which such Material Subsidiary is a party; (iv) copies certified by the Secretary or Assistant Secretary (or other individual performing similar functions) of such Material Subsidiary of the by-laws of such Person, if a corporation, the operating agreement, if a limited liability company, the partnership agreement, if a limited or general partnership, or other comparable document in the case of any other form of legal entity; (v) copies certified by the Secretary or Assistant Secretary (or other individual performing similar functions) of such Material Subsidiary of all corporate, partnership, member or other necessary action taken by such Material Subsidiary to authorize the execution, delivery and performance of the Loan Documents to which it is a party; and (vi) the items that would have been delivered under Sections 5.1.(a)(iv), (v) and (xvixiv) as if such Material Subsidiary had been a Guarantor on the Effective Date.

Required Deliverables. Each Accession Agreement delivered by a Material Subsidiary under the immediately preceding subsection (a) shall be accompanied by each of the following items: (i) the certificate or articles of incorporation, articles of organization, certificate of limited partnership, declaration of trust or other comparable organizational instrument (if any) of LEGAL02/38482536v6 such Material Subsidiary, certified as of a recent date by the Secretary of State of the State of formation of such Material Subsidiary; (ii) a Certificate of Good Standing or certificate of similar meaning with respect to such Material Subsidiary (and in the case of a limited partnership, the general partner of such Material Subsidiary) issued as of a recent date by the Secretary of State of the State of formation of such Material Subsidiary and certificates of qualification to transact business or other comparable certificates issued by each Secretary of State (and any state department of taxation, as applicable) of each state in which such Material Subsidiary is required to be so qualified where failure to be so qualified could reasonably be expected to have a Material Adverse Effect; (iii) a certificate of incumbency signed by the Secretary or Assistant Secretary (or other individual performing similar functions) of such Material Subsidiary with respect to each of the officers of such Person authorized to execute and deliver the Loan Documents to which such Material Subsidiary is a party; (iv) copies certified by the Secretary or Assistant Secretary (or other individual performing similar functions) of such Material Subsidiary of the by-laws of such Person, if a corporation, the operating agreement, if a limited liability company, the partnership agreement, if a limited or general partnership, or other comparable document in the case of any other form of legal entity; (v) copies certified by the Secretary or Assistant Secretary (or other individual performing similar functions) of such Material Subsidiary of all corporate, partnership, member or other necessary action taken by such Material Subsidiary to authorize the execution, delivery and performance of the Loan Documents to which it is a party; and (vi) the items that would have been delivered under Sections 5.1.(a)(iv), (v) and (xvixiv) as if such Material Subsidiary had been a Guarantor on the Effective Date.

Required Deliverables. Each Accession Agreement delivered by a Material Subsidiary under the immediately preceding subsection (a) shall be accompanied by each of the following items: (i) the certificate or articles of incorporation, articles of organization, certificate of limited partnership, declaration of trust or other comparable organizational instrument (if any) of such Material Subsidiary, certified as of a recent date by the Secretary of State of the State of formation of such Material Subsidiary; (ii) a Certificate certificate of Good Standing good standing or certificate of similar meaning with respect to such Material Subsidiary (and in the case of a limited partnership, the general partner of such Material Subsidiary) issued as of a recent date by the Secretary of State of the State of 4930-5233-2131, v. 14930-5233-2131, v. 9 formation of such Material Subsidiary and certificates of qualification to transact business or other comparable certificates issued by each Secretary of State (and any state department of taxation, as applicable) of each state in which such Material Subsidiary is required to be so qualified where failure to be so qualified could reasonably be expected to have a Material Adverse Effect; (iii) a certificate of incumbency signed by the Secretary or Assistant Secretary (or other individual performing similar functions) of such Material Subsidiary with respect to each of the officers of such Person authorized to execute and deliver the Loan Documents to which such Material Subsidiary is a party; (iv) copies certified by the Secretary or Assistant Secretary (or other individual performing similar functions) of such Material Subsidiary of the by-laws of such Person, if a corporation, the operating agreement, if a limited liability company, the partnership agreement, if a limited or general partnership, or other comparable document in the case of any other form of legal entity; (v) copies certified by the Secretary or Assistant Secretary (or other individual performing similar functions) of such Material Subsidiary of all corporate, partnership, member or other necessary action taken by such Material Subsidiary to authorize the execution, delivery and performance of the Loan Documents to which it is a party; and (vi) the items that would have been delivered under Sections 5.1.(a)(iv), (v), (xiii) and (xvixvii) as if such Material Subsidiary had been a Guarantor on the Effective Date.

Required Deliverables. Each Accession Agreement delivered by a Material Subsidiary under the immediately preceding subsection (a) shall be accompanied by each of the following items: (i) the certificate or articles of incorporation, articles of organization, certificate of limited partnership, declaration of trust or other comparable organizational instrument (if any) of such Material Subsidiary, certified as of a recent date by the Secretary of State of the State of formation of such Material Subsidiary; (ii) a Certificate of Good Standing or certificate of similar meaning with respect to such Material Subsidiary (and in the case of a limited partnership, the general partner of such Material Subsidiary) issued as of a recent date by the Secretary of State of the State of formation of such Material Subsidiary and certificates of qualification to transact business or other comparable certificates issued by each Secretary of State (and any state department of taxation, as applicable) of each state in which such Material Subsidiary is required to be so qualified where failure to be so qualified could reasonably be expected to have a Material Adverse Effect; (iii) a certificate of incumbency signed by the Secretary or Assistant Secretary (or other individual performing similar functions) of such Material Subsidiary with respect to each of the officers of such Person authorized to execute and deliver the Loan Documents to which such Material Subsidiary is a party; (iv) copies certified by the Secretary or Assistant Secretary (or other individual performing similar functions) of such Material Subsidiary of the by-laws of such Person, if a corporation, the operating agreement, if a limited liability company, the partnership agreement, if a limited or general partnership, or other comparable document in the case of any other form of legal entity; (v) copies certified by the Secretary or Assistant Secretary (or other individual performing similar functions) of such Material Subsidiary of all corporate, partnership, member or other necessary action taken by such Material Subsidiary to authorize the execution, delivery and performance of the Loan Documents to which it is a party; and (vi) the items that would have been delivered under Sections 5.1.(a)(iv), (v) and (xvixiii) as if such Material Subsidiary had been a Guarantor on the Effective Date.