Certified Board Resolutions. The Purchasers shall have received a copy of the resolutions of the directors of the Company authorizing the transactions contemplated by each of the Transaction Documents, and the Company shall have acknowledged that such resolutions are true, complete and correct.
Certified Board Resolutions. The Purchaser shall have received a Secretary's Certificate from the Company and Overhill Ventures, in form and substance satisfactory to the Purchaser, duly executed by the Secretary of the Company or Overhill Ventures, as the case may be, certifying as to the resolutions of the Board of Directors of the Company or Overhill Ventures, as the case may be, approving the execution and delivery of this Amendment, the issuance, sale and delivery of the Bridge Securities and the other transactions contemplated by this Amendment.
Certified Board Resolutions. 50 On or before October 31, 1997, UAG shall have delivered to the Stockholders certified resolutions of the Board of Directors of UAG and the Merger Subs authorizing and approving all of the transactions contemplated by this Agreement.
Certified Board Resolutions. A certified copy of the resolutions of the Board of Directors of BMSBLC authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.
Certified Board Resolutions. The Purchaser shall have received a Secretary's Certificate from the Company, in form and substance satisfactory to the Purchaser, duly executed by the Secretary of the Company and effective as of the Fourth Amendment Effective Date, certifying as to (i) the charter of the Company, as amended, (ii) the bylaws of the Company, as amended, and (iii) the resolutions of the Board of Directors of the Company approving the execution, delivery and performance of this Amendment and each of the other Fourth Amendment Documents and the consummation of the transactions contemplated hereby and thereby.
Certified Board Resolutions. The Purchaser shall have received a Secretary's Certificate from each of the Company and Overhill Ventures, in form and substance satisfactory to the Purchaser, duly executed by the Secretary of the Company or Overhill Ventures, as the case may be, certifying as to the resolutions of the Board of Directors of the Company or Overhill Ventures, as the case may be, approving the execution, delivery and performance of this Amendment and the consummation of the transactions contemplated hereby.
Certified Board Resolutions. The Purchaser shall have received a Secretary’s Certificate from the Company and each Subsidiary Guarantor, in form and substance satisfactory to the Purchaser and dated as of the Fourth Amendment Effective Date, duly executed by the Secretary of the Company or such Subsidiary Guarantor, as the case may be, certifying as to, among other things, the resolutions of the Board of Directors of the Company or the Board of Directors (or similar governing body) of such Subsidiary Guarantor, as the case may be, approving the execution and delivery of this Amendment and any Related Agreements to which it is a party, the issuance, sale and delivery of the Term F Note and the consummation of the other transactions contemplated by this Amendment.
Certified Board Resolutions. Seller shall have delivered to Buyer copies of the resolutions adopted by Seller's board of directors approving the execution of this Agreement and the consummation of the transactions contemplated hereby, which resolutions shall be certified by the Secretary of Seller.
Certified Board Resolutions. The Purchaser shall have received a Secretary’s Certificate from the Company, in form and substance satisfactory to the Purchaser, duly executed by the Secretary of the Company and effective as of the Fifth Amendment Effective Date, certifying as to the resolutions of the Board of Directors of the Company approving the execution, delivery and performance of this Amendment and the consummation of the transactions contemplated hereby.
Certified Board Resolutions. Within five (5) days after the execution and delivery of this Agreement, the Company shall deliver to Employee copies of resolutions duly adopted by the Company’s Board of Directors authorizing, approving and ratifying the execution, delivery and performance of this Agreement by the Company. Such resolutions shall be in form and substance acceptable to Employee and his counsel. Such resolutions shall be certified by the Company’s Secretary and shall be inserted in the Company’s minute book. The Company hereby represents and warrants that such Board resolutions constitute the only corporate action on the part of the Company, its officers, directors and shareholders necessary for the authorization, execution and delivery of this Agreement by the Company and the performance of all obligations of the Company hereunder.
