Certified Copies. At the Closing, the Company shall deliver certified copies of (i) the resolutions duly adopted by the Company Board authorizing the execution, delivery and performance of this Agreement and the Transactions, (ii) the resolutions duly adopted by the Company’s stockholders adopting this Agreement and (iii) the certificate of incorporation and the bylaws of the Company as then in effect immediately prior to the Effective Time.
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Samples: Merger Agreement (Concerto Software Inc), Merger Agreement (Datastream Systems Inc), Merger Agreement (Magellan Holdings, Inc.)
Certified Copies. At the Closing, the Company shall deliver certified copies a certificate executed by the Secretary of the Company certifying as to (i) the resolutions duly adopted by the Board of Directors of the Company Board authorizing the execution, delivery and performance of this Agreement and the Transactions, (ii) the resolutions duly adopted by the Company’s stockholders shareholders adopting this Agreement and (iii) the certificate articles of incorporation and the bylaws By-laws of the Company as then in effect immediately prior to the Effective Time.
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Samples: Merger Agreement (Concerto Software Inc), Merger Agreement (Aspect Communications Corp)
Certified Copies. At the Closing, the Company shall deliver certified copies of (i) the resolutions duly adopted by the Company Board authorizing the execution, delivery and performance of this Agreement and the Transactions, (ii) the resolutions duly adopted by the Company’s stockholders shareholders adopting this Agreement and (iii) the certificate articles of incorporation and the bylaws of the Company as then in effect immediately prior to the Effective Time.
Appears in 2 contracts
Samples: Merger Agreement (MLE Holdings, Inc.), Merger Agreement (Mapics Inc)
Certified Copies. At the Closing, the Company shall deliver certified copies of (i) the resolutions duly adopted by the Company Company's Board of Directors authorizing the execution, delivery and performance of this Agreement and the Transactions, (ii) the resolutions duly adopted by the Company’s 's stockholders adopting approving this Agreement and the Transactions and (iii) the certificate of incorporation and the bylaws of the Company as then in effect immediately prior to the Effective Time.
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Samples: Merger Agreement (Prophet 21 Inc)
Certified Copies. At or prior to the Closing, the Company shall deliver certified copies of (i) the resolutions duly adopted by the Board of Directors of the Company Board authorizing the execution, delivery and performance of this Agreement and the Transactions, (ii) the resolutions duly adopted by the Company’s stockholders adopting this Agreement and (iii) the certificate of incorporation and the bylaws of the Company as then that will be in effect immediately prior to the Effective Time.; and
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Certified Copies. At the Closing, the Company shall deliver certified copies of (i) the resolutions duly adopted by the Company Board authorizing the execution, delivery and performance of this Agreement and the Transactions, (ii) the resolutions duly adopted by the Company’s stockholders 's shareholders adopting this Agreement and (iii) the certificate articles of incorporation and the bylaws of the Company as then in effect immediately prior to the Effective Time.
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Certified Copies. At the Closing, the Company shall will deliver certified copies of (i) the resolutions duly adopted by the Company Board authorizing the execution, delivery and performance of this Agreement and the Transactionsother agreements contemplated hereby applicable to it and the Transactions (including without limitation the resolutions required by Section 9.2(d) of the Company Charter), (ii) the resolutions duly adopted by the Company’s stockholders adopting this Agreement Company Charter and Company By-Laws and (iii) the certificate of incorporation and the bylaws tabulation of the stockholder vote taken at the Company as then in effect immediately prior to the Effective Time.Stockholders Meeting;
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Certified Copies. At the Closing, the Company shall deliver certified copies of (i) the resolutions duly adopted by the Company Board authorizing the execution, delivery and performance of this Agreement and the Transactions, (ii) the resolutions duly adopted by the Company’s stockholders adopting shareholders approving this Agreement and (iii) the certificate articles of incorporation and the bylaws of the Company as then in effect immediately prior to the Effective Time.
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Certified Copies. At the Closing, the Company shall deliver certified copies of (i) the resolutions duly adopted by the Company Board Company's board of directors authorizing the execution, delivery and performance of this Agreement and the other agreements contemplated hereby applicable to it and the Transactions, (ii) the resolutions duly adopted by the Company’s stockholders adopting this Agreement and (iii) the restated certificate of incorporation and the bylaws of the Company as then in effect immediately prior to and (iii) the Effective Timetabulation of the stockholder vote taken at the Stockholders Meeting.
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Samples: Merger Agreement (Us Can Corp)
Certified Copies. At or prior to the Closing, the Company shall deliver certified copies of (i) the resolutions duly adopted by the Company Board of Directors authorizing the execution, delivery and performance of this Agreement and the Transactions, (ii) the resolutions duly adopted by the Company’s stockholders adopting this Agreement and (iii) the certificate of incorporation and the bylaws of the Company as then that will be in effect immediately prior to the Effective Time.
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Certified Copies. At the Closing, the Company shall deliver certified copies of (i) the resolutions duly adopted by the Company Board authorizing the execution, delivery and performance of this Agreement and the Transactions, (ii) the resolutions duly adopted by the Company’s stockholders shareholders adopting this Agreement and (iii) the certificate of incorporation and the bylaws of the Company as then in effect immediately prior to the Effective Time.
Appears in 1 contract
Samples: Merger Agreement (Blair Corp)
Certified Copies. At the Closing, the Company shall deliver certified copies of (i) the resolutions duly adopted by the Company Board authorizing the execution, delivery and performance of this Agreement and the Transactions, (ii) the resolutions duly adopted by the Company’s stockholders adopting this Agreement Requisite Stockholder Consent, and (iii) the certificate of incorporation and the bylaws of the Company as then in effect immediately prior to the Effective Time.
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Samples: Merger Agreement (Rockshox Inc)
Certified Copies. At the Closing, the Company shall deliver certified copies of (i) the resolutions duly adopted by the Company Board authorizing the execution, delivery and performance of this Agreement and the other agreements contemplated hereby applicable to it and the Transactions, (ii) documents evidencing compliance with the resolutions duly adopted by the Company’s stockholders adopting this Agreement provisions of Section 6.17 and (iii) the restated certificate of incorporation and the bylaws of the Company as then in effect immediately prior to the Effective TimeCompany.
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Samples: Merger Agreement (Ball Corp)
Certified Copies. At the Closing, the Company shall deliver certified copies of (i) the resolutions duly adopted by the Company Board authorizing the execution, delivery and performance of this Agreement and the Transactions, other agreements contemplated hereby applicable to it and the transactions contemplated hereby and (ii) the resolutions duly adopted by the Company’s stockholders adopting this Agreement and (iii) the certificate of incorporation and the bylaws of the Company as then in effect immediately prior to the Effective TimeCompany.
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