Certificate of Secretarial Officer. The certificate of the Secretary of Buyer, dated the Closing Date, with respect to the incumbency of corporate officers and their signatures, corporate good standing, and the corporate director resolutions authorizing the transactions contemplated by this Agreement.
Certificate of Secretarial Officer. The certificate of the Secretary of Seller, dated the Closing Date, with respect to the incumbency of limited liability company officers and their signatures, limited liability company good standing, and the resolutions of Seller’s board of directors and stockholders or board of managers and members, as applicable, authorizing the execution, delivery and performance of this Agreement and all other agreements, documents and instruments relating hereto and the consummation of the transactions contemplated in this Agreement, which certification shall recite that such resolutions have not been subsequently amended, modified or rescinded and are in full force and effect.
Certificate of Secretarial Officer. The certificate of the Secretary or Assistant Secretary of Checkers, dated the Closing Date, with respect to the incumbency of corporate officers and their signatures, corporate good standing and the corporate director resolutions authorizing the transactions contemplated by this Agreement.
Certificate of Secretarial Officer. A certificate of the Secretary (or other applicable officer or manager) of the Company, PHL and Aztore dated the Closing Date with respect to corporate proceedings authorizing this Agreement (and other associated agreements) and the transactions contemplated thereunder.
Certificate of Secretarial Officer. The certificate of the Secretary of Seller, dated the Closing Date, with respect to the incumbency of corporate officers and their signatures, corporate good standing, and the resolutions of Seller's board of directors and stockholders authorizing the execution, delivery and performance of this Agreement and all other agreements, documents and instruments relating hereto and the consummation of the transactions contemplated in this Agreement, which certification shall recite that such resolutions have not been subsequently amended, modified or rescinded and are in full force and effect.
Certificate of Secretarial Officer. Certificates of the Secretary or an Assistant Secretary of Rall-Folks, dated the Xxxsing Date, with respect to the incumbency of corporate officers and their signatures, corporate good standing, and the corporate director and stockholder resolutions of Rall-Folks approving xxxx Agreement and the transactions contemplated by this Agreement.
Certificate of Secretarial Officer. A certificate of the Secretary of the Company dated as of the Closing Date, attesting to (i) the Company's Articles of Incorporation and By-Laws, (ii) the resolutions of the Company's Board of Directors and Transworld authorizing the execution, delivery and performance of this Agreement, and (iii) the incumbency and the signature of each officer and director of the Company.
