Certified Resolutions definition

Certified Resolutions or "Board Resolutions" shall mean a copy delivered to the Trustee of a resolution of the Board of Directors certified by the Secretary or any Assistant Secretary of the Company to have been duly adopted and to be in full force and effect on the date of such certification. Where any provision of this Indenture refers to action to be taken pursuant to a Certified Resolution or a Board Resolution, such action may be taken by any committee, officer or employee of the Company authorized to take such action by a Board Resolution. Each reference herein to a Certified Resolution which establishes or sets the terms or form of any series of or particular Debt Securities, and each reference herein to a Certified Resolution given or delivered pursuant to Section 2.02 hereof, shall also be deemed to be a reference to a Financial Order if such Financial Order is delivered pursuant to Section 2.02 in lieu of delivery thereunder of a Certified Resolution.
Sample 1
Certified Resolutions means any Certified Copy of Corporate Resolutions of any of the Borrowers, delivered to Lender and Escrow Agent from time to time, authorizing transactions between and/or among the Lender and Borrowers, designating the Persons of such Borrower authorized to act for and on behalf of such Borrower, and containing a certificate of incumbency of such Persons, together with such other provisions, representations and warranties as required by Lender.
Sample 1
Certified Resolutions or "Board Resolutions" shall mean a copy delivered to the Trustee of a resolution of the Board of Directors, certified by the Secretary or Assistant Secretary of the Guarantor, to have been duly adopted and to be in full force and effect on the date of such certification.
Sample 1

Examples of Certified Resolutions in a sentence

  • Certified Resolutions adopted by the Board of Directors of the Company authorizing the issuance of the stock.

  • Certified Resolutions adopted by the Board of Directors of the Company authorizing the issuance of the Stock.

  • Certified Resolutions adopted by the Board of Directors of the Company authorizing the Plan and the issuance of the Stock.

  • The Company shall provide to Trustee a resolution of its Board of Directors (which may include a resolution authorizing one or more officers authorized to act on its behalf) certified by the Secretary or any Assistant Secretary of the Company ("Certified Resolutions") appointing The Bank of New York as Trustee hereunder.

  • In the event Pentegra resigns or is removed as third party administrator under the Plan, or Pentegra's authority is circumscribed in any manner, the Company shall promptly notify the Trustee of such resignation, removal or circumscription of authority and shall furnish the Trustee with Certified Resolutions identifying the Named Fiduciary and any other persons authorized to assume the duties and responsibilities of Pentegra with respect to the Plan.

  • This Agreement and the transactions contemplated hereby have been duly and validly authorized and Purchaser shall provide at or prior to Closing the Seller with Certified Resolutions or other reasonable evidence of authority for the transaction memorialized by this agreement.

  • In the event Pentegra resigns or is removed as third party administrator under the Plan, or Pentegra’s authority is circumscribed in any manner, the Company shall promptly notify the Trustee of such resignation, removal or circumscription of authority and shall furnish the Trustee with Certified Resolutions identifying the Named Fiduciary and any other persons authorized to assume the duties and responsibilities of Pentegra with respect to the Plan.

  • Certified Resolutions, consents, and approvals of each Sellers evidencing such Seller's authority to execute this Agreement and consummate the transactions contemplated by this Agreement.

  • Upon the Effective Date, copies of Þ Certified Resolutions Þ Articles of Incorporation Þ Investor’s Rights Agreement Þ Bylaws Þ Any other documents and other information that We may reasonably request and are necessary to implement the provisions and purposes of this Agreement.

  • Certified Resolutions • Certificate of Incorporation • Investor’s Rights Agreement • Bylaws • Other reasonably related documents as We may from time to time reasonably request, and are necessary to implement the provisions and purposes of this Agreement.

Related to Certified Resolutions

  • Certified Resolution means a copy of a resolution certified by the Secretary or an Assistant Secretary of the Company to have been duly adopted by the Board of Directors and to be in full force and effect on the date of such certification.

  • Board Resolutions means the board resolutions to be signed by us (where we are a company) pursuant to the opening of our Account(s) with you.

  • Board Resolution means a copy of a resolution certified by the Secretary or an Assistant Secretary of the Company to have been duly adopted by the Board of Directors and to be in full force and effect on the date of such certification, and delivered to the Trustee.

  • Guarantor’s Board Resolution means a copy of one or more resolutions, certified by the Secretary or an Assistant Secretary of the Guarantor to have been duly adopted by the Guarantor's Board of Directors and to be in full force and effect on the date of such certification, delivered to the Trustee.

  • Borrowing Resolutions are, with respect to any Person, those resolutions substantially in the form attached hereto as Exhibit D.

  • Resolutions shall have the meaning set forth in Section 7.5.

  • unanimous resolution means, subject to subsection (3) -

  • Supplemental Resolution means any resolution or resolutions of the Trust amending, modifying or supplementing this Bond Resolution, authorizing the issuance of a Series of Refunding Bonds, or any other Supplemental Resolution adopted by the Trust pursuant to the provisions of this Bond Resolution.

  • Bond Resolution means the resolution to be adopted by the Governing Body prescribing the terms and details of the Bonds and making covenants with respect thereto.

  • Authorizing Resolution means a resolution adopted by the Board of Directors or by an Officer or committee of Officers pursuant to Board delegation authorizing a Series of Securities.

  • Resolution shall have the meaning specified in Section 8(E).

  • Guarantor’s Officers’ Certificate means, with respect to any Guarantor, a certificate signed by any two of the following: a Chairman of the Board, a Chief Executive Officer, a President, a Vice President, a Treasurer, an Assistant Treasurer, a Secretary or an Assistant Secretary of such Guarantor, or any other officer or officers of such Guarantor designated in a writing by or pursuant to authority of such Guarantor’s Board of Directors and delivered to the Trustee from time to time.

  • Amalgamation Resolution means the special resolution of the Shareholders concerning the Amalgamation to be considered at the Meeting, substantially in the form set out in Appendix A to the Circular;

  • Resolution of Directors means either:

  • Ordinary Resolution means a resolution passed by a simple majority of the Members as, being entitled to do so, vote in person or, where proxies are allowed, by proxy at a general meeting, and includes a unanimous written resolution. In computing the majority when a poll is demanded regard shall be had to the number of votes to which each Member is entitled by the Articles.

  • Special Resolution means a resolution passed by a majority of not less than two-thirds (2/3) of the votes cast on that resolution.

  • Arrangement Resolution means the special resolution of the Company Shareholders approving this Plan of Arrangement to be considered at the Company Meeting.

  • Supplemental Indenture is hereby deleted in its entirety.

  • U.S. Special Resolution Regimes has the meaning specified in Section 11.21.

  • U.S. Special Resolution Regime means each of (i) the Federal Deposit Insurance Act and the regulations promulgated thereunder and (ii) Title II of the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act and the regulations promulgated thereunder.