Organizational Proceedings. All organizational proceedings or actions taken or required to be taken in connection with any action of any Individual Borrower, Guarantor or the SPE Entity of either or any of them shall have occurred and evidence thereof reasonably satisfactory in form and substance to Lender shall be delivered to Lender.
Organizational Proceedings. The Administrative Agent has received a copy of the resolutions of each Loan Party’s board of directors, managers, or members authorizing (i) executing, delivering, and performing the Loan Documents and (ii) granting the Liens on the Collateral.
Organizational Proceedings. This Agreement and the Note have been duly authorized by all necessary organizational action on behalf of Borrower, and has been duly executed and delivered by authorized managers of Borrower. All organizational action necessary to the authorization, creation, issuance and delivery of the Note and this Agreement has been taken on the part of Borrower. This Agreement and the Note are valid and binding agreements of Borrower enforceable in accordance with their terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, moratorium, reorganization or other similar laws affecting the enforcement of creditors' rights generally, and except for judicial limitations on the enforcement of the remedy of specific enforcement and other equitable remedies.
Organizational Proceedings. Collateral Agent shall have received a copy of the resolutions in form and substance reasonably satisfactory to Collateral Agent, of the Board of Directors or members of each Loan Party authorizing (i) the execution, delivery and performance of this Agreement, the Notes and Other Documents, as applicable, and (ii) the granting by each Loan Party of the security interests in and liens upon the Collateral in each case certified by the Secretary or an Assistant Secretary of such Loan Party, as applicable, as of the Closing Date; and, such certificate shall state that the resolutions thereby certified have not been amended, modified, revoked or rescinded as of the date of such certificate;
Organizational Proceedings. The Bank shall have received certificates by the Secretary or Assistant Secretary of the Borrower dated as of the Closing Date as to (i) true copies of the Certificate of Incorporation and bylaws of the Borrower in effect on such date (which, in the case of the Certificate of Incorporation filed or required to be filed with the Secretary of State of the State of Delaware, shall be certified to be true, correct and complete by such Secretary of State not more than 30 days before the Closing Date), (ii) true copies of all action taken by the Borrower relative to this Agreement and the other Loan Documents and (iii) the incumbency and signature of the respective officers of the Borrower executing this Agreement and the other Loan Documents, together with satisfactory evidence of the incumbency of such Secretary or Assistant Secretary. The Bank shall have received certificates from the Secretary of State of the State of Delaware and Commonwealth of Pennsylvania or other applicable Governmental Authorities dated not more than 30 days before the Closing Date showing the good standing of the Borrower in Delaware, Pennsylvania and each other state in which the Borrower does business.
Organizational Proceedings. (a) Natixis shall have received a copy of the resolutions, in form and substance reasonably satisfactory, of the board of directors, general partner, or other governing body, as applicable, of each of the Centerline Parties authorizing the execution, delivery and performance of each of the Restructuring Documents to which it is a party.
Organizational Proceedings. As of the Closing Date, all organizational proceedings of Purchaser and MergerCo in connection with this Agreement, the Ancillary Agreements and the transactions contemplated hereby and thereby, and all documents and instruments incident thereto, shall be reasonably satisfactory in substance and form to the Company and its counsel, and the Company and its counsel shall have received all such documents and instruments, or copies thereof, certified if requested, as may be reasonably requested.
Organizational Proceedings. Xxxxxx has received a copy of the resolutions of each Loan Party’s Board of Directors, Shareholders, Managers, or Members authorizing (1) executing, delivering, and performing the Loan Documents and (2) granting the Liens on the Collateral.
