Seller’s Organizational Documents. Within thirty (30) days following the Effective Date, Seller shall deliver to Buyer or its representatives true and complete copies of their [APPLICABLE ORGANIZATIONAL DOCUMENTS] (the “Seller’s Organizational Documents”), as amended through (and including) such date.
Seller’s Organizational Documents. With respect to each Seller, a certificate of corporate existence of such Seller delivered to the Buyer prior to the Effective Date (or if unavailable, as soon as available thereafter) and certified copies of the certificate of incorporation and by-laws (or equivalent documents) of such Seller and of all corporate or other authority for such Seller with respect to the execution, delivery and performance of the Repurchase Documents and each other document to be delivered by such Seller from time to time in connection herewith.
Seller’s Organizational Documents. Seller shall have delivered the following to Buyer: (i) for Seller, certified copies of Seller's Partnership Agreement, a Certificate of Limited Partnership, all amendments or modifications thereto, and a current certificate of good standing; and (ii) for Seller's general partner, certified copies of its articles of incorporation and all amendments or modifications thereto, appropriate resolutions and incumbency certificates, and a current certificate of good standing.
Seller’s Organizational Documents. An officer’s certificate of each Seller, in form and substance acceptable to Buyer, attaching and certifying to (A) a certificate of corporate existence of such Seller; (B) certified copies of the organizational documents of such Seller; (C) resolutions or other company authority for such Seller, in form and substance acceptable to Buyer, with respect to the execution, delivery and performance of the Facility Documents and each other document to be delivered by such Seller from time to time in connection herewith; (D) an incumbency certificate of the corporate secretary of such Seller, which sets forth the names, true signatures and titles of the representatives duly authorized to request transactions hereunder and to execute the Facility Documents and (E) a certified copy of a good standing certificate from the jurisdiction of organization of such Seller, dated as of no earlier than the date ten (10) Business Days prior to the Effective Date.
Seller’s Organizational Documents. The entity documents for Seller. Such documents shall include Seller's articles of incorporation, bylaws, an incumbency certificate certified by its secretary which identifies its current directors and officers and a current certificate of good standing issued by the Oregon Corporation Division/Secretary of State.
Seller’s Organizational Documents. Seller's filed articles of organization, consent authorizing the transactions contemplated hereby and good standing certificate dated no earlier than thirty (30) days prior to Closing.
Seller’s Organizational Documents. Within fifteen (15) business days after the Effective Date, Seller shall deliver the following to Buyer at the address set forth in Section 14.1 hereof: certified copies of Seller's Partnership Agreement and Certificate of Limited Partnership, and all amendments or modifications thereto, and, if available, a certificate of good standing.
Seller’s Organizational Documents. 7 Filings...............................6 Except as otherwise provided herein, the capitalized terms set forth below shall have the following meanings:
Seller’s Organizational Documents. (e) Tax refunds;
Seller’s Organizational Documents. A certificate of corporate or limited liability company existence (as the case may be) of each Seller delivered to Buyer prior to the Purchase Date (or if unavailable, as soon as available thereafter) and certified copies of the charter and by-laws (or equivalent documents) of each Seller and of all corporate or other authority for each Seller with respect to the execution, delivery and performance of the Repurchase Documents and each other document to be delivered by each Seller from time to time in connection herewith, including without limitation, evidence, in form and substance acceptable to the Buyer, that each Seller's Certificate of Formation or Articles of Incorporation, as the case may be, (a) restrict the activities of each Seller in accordance with the restrictions set forth in Section 12(t) of the Repurchase Agreement; (b) require an independent director; (c) reduce each Seller's authorization to issue stock to the amount currently outstanding in each class as set forth in Section 11(h)(vi) hereof; and (d) restrict the Seller's ability to take any action in contravention of this Repurchase Agreement; and with respect to CBO REIT II, CBO REIT II's Articles of Incorporation (a) insure that the existing "Holder" limit does not apply to Buyer or any assignee (so long as any such assignee is not an individual, and subject to not causing CBO REIT II to violate Section 856(a)(6) of the Code); (b) remove the ability of the board of directors to determine that CBO REIT II shall no longer qualify as a REIT; (c) eliminate the call right for CBO REIT II's preferred stock until all Obligations have been paid by Sellers hereunder and this Transaction has been terminated; and (d) provide that upon the occurrence and continuance of an Event of Default hereunder, replacements for any resigned or removed directors shall be appointed by CBO REIT II's shareholders.
