Common use of Certified Resolutions and Officers' Certificate Clause in Contracts

Certified Resolutions and Officers' Certificate. Buyer shall ----------------------------------------------- have delivered to Seller (a) a certificate dated the Closing Date signed by the Secretary of Buyer with respect to the action of Buyer's Board of Directors authorizing the transactions contemplated by this Agreement in accordance with Buyer's Corporate Documents, and (b) a certificate dated the Closing Date and signed by the President of Buyer certifying in such detail as Seller may reasonably request to the fulfillment of the conditions specified in Sections 7.2.1 and 7.2.2.

Certified Resolutions and Officers' Certificate. Buyer shall have ----------------------------------------------- have delivered to Seller Seller (ai) a certificate dated the Closing Date signed by the Secretary or an Assistant Secretary of Buyer with respect to the action of Buyer's Board of Directors authorizing the transactions contemplated by this Agreement in accordance with Buyer's Corporate Documentsthe Agreement, and and (bii) a certificate dated the Closing Date and signed by the President or a Vice President of Buyer certifying in such detail as Seller and the Company may reasonably request to the fulfillment of the conditions specified in Sections 7.2.1 subparagraphs (a) and 7.2.2(b) of this Section 9.2.

Certified Resolutions and Officers' Certificate. Buyer shall ----------------------------------------------- have delivered to Seller Seller (ai) a certificate dated the Closing Date signed by the Secretary or an Assistant Secretary of Buyer with respect to the action of Buyer's Board of Directors or its designee authorizing the transactions contemplated by this Agreement in accordance with Buyer's Corporate DocumentsTransaction, and and (bii) a certificate dated the Closing Date and signed by the President or a Vice President of Buyer certifying certifying, in such detail as Seller may reasonably request to request, the fulfillment of the conditions specified in Sections 7.2.1 subparagraphs (a) and 7.2.2(b) of this Section 5.1.

Certified Resolutions and Officers' Certificate. Buyer Seller shall ----------------------------------------------- have delivered to Seller Buyer (ai) a certificate dated the Closing Date signed by the Secretary or an Assistant Secretary of Buyer Seller with respect to the action of Buyerthe Seller's Board of Directors or its designee authorizing the transactions contemplated by this Agreement in accordance with Buyer's Corporate Documentsthe Agreement, and and (bii) a certificate dated the Closing Date and signed by the President or a Vice President of Buyer Seller certifying in such detail as Seller Buyer may reasonably request to the fulfillment of the conditions specified in Sections 7.2.1 subparagraphs (a) and 7.2.2(b) of this Section 5.2.

Certified Resolutions and Officers' Certificate. Buyer shall ----------------------------------------------- have delivered to Seller: (ai) a certificate dated the Closing Date and signed by the Secretary or an Assistant Secretary of Buyer with respect to the action of Buyer's Board of Directors authorizing the transactions contemplated by this Agreement in accordance with Buyer's Corporate Documents, the Agreement; and (bii) a certificate dated the Closing Date and signed by the President or a Vice President of Buyer certifying in such detail as Seller may reasonably request to the fulfillment of the conditions specified in Sections 7.2.1 subparagraphs (a) and 7.2.2(b) of this Section 9.2.

Certified Resolutions and Officers' Certificate. Buyer Seller shall ----------------------------------------------- have delivered to Seller Buyer (ai) a certificate dated the Closing Date signed by the Secretary or an Assistant Secretary of Buyer Seller with respect to the action of Buyerthe Seller's Board of Directors manager or managing member authorizing the transactions contemplated by this Agreement in accordance with Buyer's Corporate Documentsthe Agreement, and and (bii) a certificate dated the Closing Date and signed by the President or a Vice President of Buyer Seller certifying in such detail as Seller Buyer may reasonably request to the fulfillment of the conditions specified in Sections 7.2.1 subparagraphs (a) and 7.2.2(b) of this Section 5.2.

Certified Resolutions and Officers' Certificate. Buyer Seller shall have ----------------------------------------------- have delivered to SellerBuyer (a) a certificate dated the Closing Date signed by the Secretary of Buyer Seller with respect to the action of BuyerSeller's Board of Directors authorizing the transactions contemplated by this Agreement in accordance with Buyeras required by the Seller's Corporate Documents, and; (b) a certificate dated the Closing Date and signed by the President of Buyer certifying in such detail as Seller may reasonably request to the fulfillment of the conditions specified in Sections 7.2.1 7.1.1 and 7.2.27.1.

Certified Resolutions and Officers' Certificate. Buyer Seller shall ----------------------------------------------- have delivered to SellerBuyer: (ai) a certificate dated the Closing Date signed by the Secretary or an Assistant Secretary of Buyer Seller with respect to the action of BuyerSeller's Board of Directors authorizing the transactions contemplated by this Agreement in accordance with Buyer's Corporate Documents, the Agreement; and (bii) a certificate certificate, dated the Closing Date and signed by the President or a Vice President of Buyer Seller certifying in such detail as Seller Buyer may reasonably request to the fulfillment of the conditions specified in Sections 7.2.1 subparagraphs (a) and 7.2.2(b) of this Section 9.1.

Certified Resolutions and Officers' Certificate. Buyer shall ----------------------------------------------- have delivered to Seller Seller (ai) a certificate dated as of the Closing Date signed by the Secretary or an Assistant Secretary of Buyer with respect to the action of Buyer's Board of Directors or its designee authorizing the transactions contemplated by this Agreement in accordance with Buyer's Corporate DocumentsTransaction, and and (bii) a certificate dated as of the Closing Date and signed by the President or a Vice President of Buyer certifying certifying, in such detail as Seller may reasonably request to request, the fulfillment of the conditions specified in Sections 7.2.1 subparagraphs (a) and 7.2.2(b) of this Section 5.1.