Certificates and Documents. The Company shall have delivered to the Purchasers: (a) The Certificate of Incorporation of the Company, as amended and restated and in effect as of the Closing Date (including Certificates of Designations), certified by the Secretary of State of the State of Delaware; (b) The Bylaws of the Company, as amended and restated and in effect as of the Closing Date, certified by its Secretary as of the Closing Date; and (c) Resolutions of the Board of Directors of the Company, authorizing and approving all matters in connection with this Agreement and the transactions contemplated hereby, certified by the Secretary of the Company as of the Closing Date.
Appears in 4 contracts
Samples: Series C Convertible Preferred Stock Purchase Agreement (Regen Biologics Inc), Common Stock Purchase Agreement (Regen Biologics Inc), Series C Convertible Preferred Stock Purchase Agreement (Regen Biologics Inc)
Certificates and Documents. The Company shall have delivered to the PurchasersInvestors or special counsel to the Investors:
(a) The Certificate of Incorporation of the Company, as amended and restated and in effect as of the Closing Date (including Certificates of Designations)Restated Certificate, certified as filed by the Secretary of State of the State of Delaware;
(b) The certificates, as of the most recent practicable dates, as to the existence and corporate good standing of the Company issued by the Secretary of State of the State of Delaware;
(c) Bylaws of the Company, as amended and restated and in effect as of the Closing Date, certified by its Secretary as of the Closing Datedate of the Closing; and
(cd) Resolutions resolutions of the Board of Directors of the Company, authorizing and approving all matters in connection with this Agreement and the transactions contemplated herebyherein, certified by the Secretary of the Company as of the Closing Datedate of the Closing.
Appears in 2 contracts
Samples: Series C Preferred Stock Purchase Agreement, Series C Preferred Stock Purchase Agreement (Motive Inc)
Certificates and Documents. The Company shall have delivered to the Purchasers:
(a) The Certificate of Incorporation of the Company, as amended and restated and in effect as of the Closing Date (including Certificates of Designations), certified by the Secretary of State of the State of Delaware;
(b) The Bylaws A certificate, as of a recent practicable date, as to the corporate good standing of the Company issued by the Secretary of State of the State of Delaware;
(c) By-laws of the Company, as amended and restated and in effect as of the Closing Date, certified by its Secretary as of the Closing Date; and
(cd) Resolutions of the Board of Directors and stockholders of the Company, authorizing and approving all matters in connection with this Agreement and the transactions contemplated hereby, certified by the Secretary of the Company as of the Closing Date.
Appears in 1 contract
Samples: Series F Subscription Agreement (Edison Schools Inc)
Certificates and Documents. The Company shall have delivered to the Purchasers:
(a) The Certificate of Incorporation of the Company, as amended and restated and in effect as of the Closing Date (including Certificates of Designations)Date, certified by the Secretary of State of the State of Delaware;
(b) The Bylaws of the CompanyCertificates, as amended and restated and in effect as of the Closing Datemost recent practicable dates, certified by its Secretary as to the corporate good standing of the Closing Date; andCompany issued by the Secretary of State of the State of Delaware and the Secretary of the Commonwealth of Massachusetts;
(c) Resolutions of the Board of Directors and stockholders of the Company, authorizing and approving all matters in connection with this Agreement and the transactions contemplated hereby, certified by the Secretary or Assistant Secretary of the Company as of the Closing Date.
Appears in 1 contract
Samples: Series a 1 Convertible Preferred Stock Purchase Agreement (Intelligent Systems Corp)
Certificates and Documents. The Company shall have delivered to -------------------------- the PurchasersInvestor or counsel to the Investor:
(a) The Certificate of Incorporation of the Company, as amended and restated and in effect as of the Closing Date (including Certificates of Designations)Restated Certificate, certified as filed by the Secretary of State of the State of Delaware;
(b) The certificates, as of the most recent practicable dates, as to the existence and corporate good standing of the Company issued by the Secretary of State of the State of Delaware;
(c) Bylaws of the Company, as amended and restated and in effect as of the Closing Date, certified by its Secretary as of the Closing Datedate of the Closing; and
(cd) Resolutions resolutions of the Board of Directors of the Company, authorizing and approving all matters in connection with this Agreement and the transactions contemplated herebyherein, certified by the Secretary of the Company as of the Closing Datedate of the Closing.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Motive Communications Inc)
