Certified Resolutions, etc. The Lenders shall have received a certificate of the Secretary or Assistant Secretary of each Loan Party dated the date hereof certifying (i) the names and true signatures of the incumbent officers of such Person authorized to sign the Loan Documents to which it is a party, (ii) the By-Laws of such Person as in effect on the date of the adoption of the resolutions referred to in clause (iii), (iii) the resolutions of such Person's Board of Directors approving and authorizing the execution, delivery and performance of the Loan Documents to which it is a party, and (iv) that there have been no changes in the Articles of Incorporation of such Person since the date of the most recent certification thereof by the appropriate Secretary of State.
Appears in 5 contracts
Samples: Convertible Loan Agreement (Cdnow Inc/Pa), Convertible Loan Agreement (Sony Corp), Convertible Loan Agreement (Time Warner Inc/)
Certified Resolutions, etc. The Lenders Lender shall have received a certificate of the Secretary or Assistant Secretary of each Loan Party dated the date hereof Effective Date certifying (i) the names and true signatures of the incumbent officers of such Person authorized to sign the Loan Documents to which it is a party, (ii) the By-Laws of such Person as in effect on the date of the adoption of the resolutions referred to in clause (iii), (iii) the resolutions of such Person's Board of Directors approving and authorizing the execution, delivery and performance of the Loan Documents to which it is a party, and (iv) that there have been no changes in the Articles of Incorporation of such Person since the date of the most recent certification thereof by the appropriate Secretary of State.
Appears in 1 contract