Common use of Certified Resolutions Clause in Contracts

Certified Resolutions. A certified copy of the resolutions of the Board of Directors of Buyer authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 59 contracts

Samples: Asset Purchase Agreement (Entegris Inc), Website Purchase Agreement (NP Capital Corp), Share Purchase Agreement (Innovative Software Technologies Inc)

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Certified Resolutions. A certified copy Copies of the resolutions resolutions, certified by an officer of the Company, of the Board of Directors of Buyer authorizing the Company approving the terms of this Agreement, and approving this Agreement and the consummation a copy of the transactions contemplated by this Agreementresolution of the shareholders of the Company approving the sale of the Transferred Shares.

Appears in 18 contracts

Samples: Stock Purchase Agreement (Odyssey Oil & Gas, Inc.), Stock Purchase Agreement (Paprezza Holdings, Inc), Stock Purchase Agreement (Centurion Gold Holdings Inc)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors of Buyer Company authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 10 contracts

Samples: Asset Purchase Agreement (Entegris Inc), Asset Purchase Agreement (Entegris Inc), Asset Purchase Agreement (Entegris Inc)

Certified Resolutions. A certified copy of the resolutions resolution of the Board Seller’s board of Directors of Buyer directors authorizing and approving the transactions contemplated by this Agreement, the execution and delivery of this Agreement and the consummation of the transactions contemplated by this Agreementprovided herein.

Appears in 9 contracts

Samples: Purchase and Sale Agreement, Purchase and Sale Agreement, Purchase and Sale Agreement

Certified Resolutions. A certified copy of the resolutions of the Board directors and shareholder of Directors of Buyer Seller authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 8 contracts

Samples: Acquisition Agreement (Outback Steakhouse Inc), Acquisition Agreement (Outback Steakhouse Inc), Acquisition Agreement (Outback Steakhouse Inc)

Certified Resolutions. A certified copy of the resolutions of the Board managers of Directors of Buyer the Seller authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 6 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Outback Steakhouse Inc), Asset Purchase Agreement (Outback Steakhouse Inc)

Certified Resolutions. A certified copy Certified copies of the resolutions of the Board of Directors of Buyer authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreementhereby.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Real Goods Solar, Inc.), Asset Purchase Agreement (Real Goods Solar, Inc.), Stock Purchase Agreement (Real Goods Solar, Inc.)

Certified Resolutions. A certified copy Certified copies of the resolutions of the Board of Directors and the stockholders of Buyer the Company, authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreementhereby.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Hartley Controls Corp), Stock Purchase Agreement (Stryker Machining Facility Co), Stock Purchase Agreement (Neenah Foundry Co)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors of Buyer Buyer, authorizing and approving this Agreement and the other documents and instruments to be executed and delivered by Buyer pursuant hereto and the consummation of the transactions contemplated by this Agreementhereby and thereby.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Steven Madden, Ltd.), Stock and Unit Purchase Agreement (Orion Energy Systems, Inc.), Stock Purchase Agreement (Steven Madden, Ltd.)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors of Buyer authorizing and approving this Agreement and the other documents and instruments to be executed and delivered by Buyer pursuant hereto and the consummation of the transactions contemplated by this Agreementhereby and thereby.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Inforte Corp), LLC Membership Interest Purchase Agreement (Inform Worldwide Holdings Inc), Stock Purchase Agreement (Inforte Corp)

Certified Resolutions. A certified copy of the Certified resolutions of the Board of Directors of Buyer authorizing Purchaser approving the execution and approving delivery of this Agreement and the Purchaser Ancillary Documents and authorizing the consummation of the transactions contemplated by this Agreementhereby and thereby.

Appears in 3 contracts

Samples: Asset Purchase Agreement (MTM Technologies, Inc.), Asset Purchase Agreement (UpSnap, Inc.), Asset Purchase Agreement (MTM Technologies, Inc.)

Certified Resolutions. A certified copy Certified copies of the resolutions of the Board of Directors of Buyer the Buyer, authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreementhereby.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Scriptgen Pharmaceuticals Inc), Stock Purchase Agreement (Stryker Machining Facility Co), Stock Purchase Agreement (Hartley Controls Corp)

Certified Resolutions. A certified copy of the resolutions of the Board boards of Directors directors or other governing bodies of Buyer Sellers authorizing the execution and approving performance of this Agreement and the consummation Ancillary Agreements, certified by the Secretary or an Assistant Secretary of each of the transactions contemplated by this Agreement.Sellers;

Appears in 3 contracts

Samples: Asset Purchase Agreement (Boise Cascade Corp), Asset Purchase Agreement (Boise Cascade Holdings, L.L.C.), Asset Purchase Agreement (Boise Cascade Holdings, L.L.C.)

Certified Resolutions. A certified copy Certified copies of the resolutions of the Board of Directors and the shareholders of Buyer Company, authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 3 contracts

Samples: Merger Agreement (Neenah Foundry Co), Stock Purchase Agreement (Unicomp Inc), Stock Purchase Agreement (California Software Corp)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors of Buyer the Company and the Shareholders authorizing and approving this Agreement and the other documents and instruments to be executed and delivered by the Company and/or the Shareholders, as the case may be, pursuant hereto and the consummation of the transactions contemplated hereby and thereby, certified by this Agreementthe Secretary of the Company in a form reasonably satisfactory to Buyer.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Ari Network Services Inc /Wi), Asset Purchase Agreement (Ari Network Services Inc /Wi)

Certified Resolutions. A Representative shall have received a certified copy copies of the resolutions of the Board of Directors of Buyer authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreementhereby.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Critical Homecare Solutions Holdings, Inc.), Stock Purchase Agreement (Critical Homecare Solutions Holdings, Inc.)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors and the Shareholder of Buyer the Company authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.;

Appears in 2 contracts

Samples: Asset Purchase Agreement (It&e International Group), Asset Purchase Agreement (It&e International Group)

Certified Resolutions. A certified copy of the resolutions of the Board manager of Directors of Buyer the Seller authorizing and approving this Agreement and the consummation of the transactions contemplated by this AgreementAgreement and certifying that the consent of the members of the Seller has been obtained or is not required.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Outback Steakhouse Inc), Asset Purchase Agreement (Outback Steakhouse Inc)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors of Buyer ABR authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Abr Information Services Inc), Agreement and Plan of Reorganization (Abr Information Services Inc)

Certified Resolutions. A certified copy of the resolutions of the Board shareholders and directors, of Directors of Buyer the Sellers, as appropriate, authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Purchase Agreement (Outback Steakhouse Inc), Purchase Agreement (Outback Steakhouse Inc)

Certified Resolutions. A certified copy of the resolutions of the Board general partner of Directors of Buyer the Seller authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Outback Steakhouse Inc), Asset Purchase Agreement (Outback Steakhouse Inc)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors of the Buyer authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Purchase Agreement (Systemax Inc), Stock Purchase Agreement (Champion Industries Inc)

Certified Resolutions. A certified copy Copies of the resolutions of the Board directors of Directors Buyer, Certified as being correct and complete and then in full force and effect, authorizing the execution, delivery and performance of Buyer authorizing and approving this Agreement and of the other Buyer Documents, and the consummation of the transactions contemplated by this Agreementhereby and thereby.

Appears in 2 contracts

Samples: Asset Purchase Agreement (WTNH Broadcasting Inc), Asset Purchase Agreement (Lin Television Corp)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors of the Buyer authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.; and

Appears in 2 contracts

Samples: Asset Purchase Agreement (Nutech Digital Inc), Asset Purchase Agreement (Nutech Digital Inc)

Certified Resolutions. A To Shareholders, a certified copy of the resolutions of the Board of Directors of Buyer authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Carmike Cinemas Inc), Stock Purchase Agreement (Carmike Cinemas Inc)

Certified Resolutions. A certified copy of the resolutions of the Buyer’s Board of Directors of Buyer authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.herein; and

Appears in 2 contracts

Samples: Asset Purchase Agreement (Ambicom Holdings, Inc), Asset Purchase Agreement (Ambicom Holdings, Inc)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors of Buyer and Parent authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Hein Werner Corp), Asset Purchase Agreement (Kaydon Corp)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors and the shareholders of Buyer Seller authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Veri-Tek International, Corp.), Asset Purchase Agreement (Imc Mortgage Co)

Certified Resolutions. A certified copy of the resolutions of adopted by the Seller’s Board of Directors of Buyer authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Branch Sale Agreement (Heritage Financial Group Inc), Branch Sale Agreement (Amcore Financial Inc)

Certified Resolutions. A certified The Purchaser is delivering to the Seller a copy of the resolutions of the Board Purchaser authorizing the execution, delivery and performance of Directors of Buyer authorizing and approving this Agreement and the consummation transactions contemplated hereby, certified to by an officer of the transactions contemplated by this AgreementPurchaser.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Ballroom Dance Fitness, Inc.), Asset Purchase Agreement (Rio Bravo Oil, Inc.)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors and the Members of Buyer Sellers authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Oakmont Acquisition Corp.), Asset Purchase Agreement (Oakmont Acquisition Corp.)

Certified Resolutions. A certified copy of the resolutions of the adopted by Buyer’s Board of Directors of Buyer authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Branch Sale Agreement (Heritage Financial Group Inc), Branch Sale Agreement (Amcore Financial Inc)

Certified Resolutions. A certified copy of the resolutions of the Board board of Directors directors of Buyer APS authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Aps Healthcare Inc), Purchase and Sale Agreement (Cobalt Corp)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors of Buyer authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.; and

Appears in 2 contracts

Samples: Asset Purchase Agreement (Nutech Digital Inc), Asset Purchase Agreement (Nutech Digital Inc)

Certified Resolutions. A certified copy Certified copies of the resolutions of the Board of Directors and the stockholders of Buyer Seller authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreementhereby.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Real Goods Solar, Inc.), Asset Purchase Agreement (Real Goods Solar, Inc.)

Certified Resolutions. A certified copy of the Certified resolutions of the Board of Directors of Buyer authorizing Purchaser approving the execution and approving delivery of this Agreement and each of the other documents delivered by Purchaser pursuant hereto and authorizing the consummation of the transactions contemplated by this Agreementhereby and thereby.

Appears in 2 contracts

Samples: Stock Purchase Agreement (STC Broadcasting Inc), Asset Purchase Agreement (Bollinger Industries Inc)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors of Buyer authorizing and approving this Agreement and the other documents and instruments to be executed and delivered by Buyer pursuant hereto and the consummation of the transactions contemplated hereby and thereby, certified by this Agreementthe Secretary of Buyer in a form reasonably satisfactory to Company.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Ari Network Services Inc /Wi), Asset Purchase Agreement (Ari Network Services Inc /Wi)

Certified Resolutions. A certified copy Copies of the resolutions resolutions, certified by an officer of Advanced, of the Board of Directors of Buyer authorizing the Company approving the terms of this Agreement, and approving this Agreement and the consummation a copy of the transactions contemplated by this Agreementresolution of the shareholders of the Company approving the sale of the Purchased Shares.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Centurion Gold Holdings Inc), Stock Purchase Agreement (Advanced Sports Technologies Inc)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors of the Buyer authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.;

Appears in 2 contracts

Samples: Asset Purchase Agreement (It&e International Group), Asset Purchase Agreement (It&e International Group)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors and the shareholders of Buyer Company authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Website Purchase Agreement (NP Capital Corp), Asset Purchase Agreement (JPS Industries Inc)

Certified Resolutions. A certified copy Certified copies of the resolutions of the Board Managers and Members of Directors of Buyer Seller certifying incumbency and authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreementhereby.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Blue Earth, Inc.), Asset Purchase Agreement (Blue Earth, Inc.)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors of Buyer the Company, in form and substance reasonably satisfactory to Buyer, authorizing and approving this Agreement and the other documents and instruments to be executed and delivered by the Company pursuant hereto and the consummation of the transactions contemplated hereby and thereby, certified by this Agreementthe secretary thereof.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Steven Madden, Ltd.), Stock Purchase Agreement (Steven Madden, Ltd.)

Certified Resolutions. A certified copy Copies of the resolutions resolutions, certified by an officer of Centurion, of the Board of Directors of Buyer authorizing the Company approving the terms of this Agreement, and approving this Agreement and the consummation a copy of the transactions contemplated by this Agreementresolution of the shareholders of the Company approving the sale of the Transferred Shares.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Centurion Gold Holdings Inc), Stock Purchase Agreement (Advanced Sports Technologies Inc)

Certified Resolutions. A certified copy of the Certified resolutions of the Board --------------------- of Directors of Buyer authorizing approving the execution and approving delivery of this Agreement and each of the other documents delivered by Buyer pursuant hereto and authorizing the consummation of the transactions contemplated by this Agreementhereby and thereby.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Nm Licensing LLC), Asset Purchase Agreement (Nm Licensing LLC)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors of Buyer authorizing and approving this Agreement and the other documents and instruments to be executed and delivered by Buyer pursuant hereto and the consummation of the transactions contemplated hereby and thereby, certified by this Agreementthe Secretary of Buyer in a form reasonably satisfactory to the Company.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Ari Network Services Inc /Wi), Asset Purchase Agreement (Ari Network Services Inc /Wi)

Certified Resolutions. A certified copy Certified copies of the resolutions of the Board of Directors and the stockholders of Buyer the Company authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreementhereby.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Real Goods Solar, Inc.), Stock Purchase Agreement (Real Goods Solar, Inc.)

Certified Resolutions. A certified copy of the resolutions --------------------- of the Board of Directors and the shareholders of Buyer Company authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Sonic Foundry Inc), Asset Purchase Agreement (Sonic Foundry Inc)

Certified Resolutions. A certified copy Certified copies of the resolutions of the Board of Directors of Buyer each Shareholder authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Exide Electronics Group Inc), Stock Purchase Agreement (Fiskars Oy Ab)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors of Buyer Buyer, certified as being correct and complete and then in full force and effect, authorizing the execution, delivery and approving performance of this Agreement Agreement, and of the agreements or instruments called for hereunder, and the consummation of the transactions contemplated by this Agreementhereby and thereby.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Nn Ball & Roller Inc), Asset Purchase Agreement (Nn Ball & Roller Inc)

Certified Resolutions. A certified copy Certified copies of the resolutions of the Board of Directors and the Shareholders of Buyer Company, authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.]

Appears in 1 contract

Samples: Stock Exchange Agreement (Innovative Software Technologies Inc)

Certified Resolutions. A certified copy of the Certified resolutions of the Board of Directors of the Buyer authorizing and the Managing Member of Merger Sub approving the execution and delivery of this Merger Agreement and authorizing the consummation of the transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Merger Agreement (NexCen Brands, Inc.)

Certified Resolutions. A certified copy of the Certified resolutions of the Board of --------------------- Directors of Buyer authorizing approving the execution and approving delivery of this Agreement and each of the other documents delivered by Buyer pursuant hereto and authorizing the consummation of the transactions contemplated by this AgreementTransactions.

Appears in 1 contract

Samples: Purchase Agreement (Centris Group Inc)

Certified Resolutions. A certified copy of the Certified resolutions of the Board Boards of Directors of Buyer authorizing each Seller and the Shareholder approving the execution and delivery of this Agreement and the Seller Ancillary Documents and authorizing the consummation of the transactions contemplated by this Agreementhereby and thereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (MTM Technologies, Inc.)

Certified Resolutions. A certified copy Certified copies of the resolutions of the Board of Directors and Shareholders of Buyer Company, and as required by RBP, authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Marcus Corp)

Certified Resolutions. A certified copy of the resolutions of the Board board of Directors directors of Buyer Seller authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ameriquest Technologies Inc)

Certified Resolutions. A certified copy Certified copies of the resolutions of the Board of Directors of Buyer Buyer, authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Teletech Holdings Inc)

Certified Resolutions. A certified copy Certified copies of the resolutions of the Board board of Directors directors and shareholders of Buyer Seller authorizing the execution, delivery and approving performance of this Agreement and the consummation all acts of Seller required or advisable in connection with the transactions contemplated by this Agreement.hereby;

Appears in 1 contract

Samples: Asset Purchase Agreement (El Capitan Precious Metals Inc)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors of Buyer authorizing and approving this Agreement and the consummation of the transactions contemplated hereby, certified by this Agreement.the Secretary of Buyer (Buyer may redact therefrom confidential information);

Appears in 1 contract

Samples: Merger and Purchase Agreement (Andersons Inc)

Certified Resolutions. A certified copy Certified copies of the resolutions of the Board of Directors of Buyer each Tenfore Company authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Purchase Agreement (Euroamerican Group Inc)

Certified Resolutions. A To Company and RBP, a certified copy of the resolutions of the Board of Directors of Buyer and The Marcus Corporation authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Marcus Corp)

Certified Resolutions. A certified copy Certified copies of the resolutions of the Board board of Directors directors of Buyer authorizing the execution, delivery and approving performance of this Agreement and the consummation all acts of Buyer required or advisable in connection with the transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (El Capitan Precious Metals Inc)

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Certified Resolutions. A certified copy Certified copies of the resolutions of the --------------------- Board of Directors of Buyer Seller and the shareholders of Seller authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Keith Companies Inc)

Certified Resolutions. A certified copy Copies of the resolutions resolutions, certified by an officer of the Company, of the Board of Directors of Buyer authorizing the Company approving the terms of this Agreement, and approving this Agreement and the consummation a copy of the transactions contemplated by this Agreementresolution of the shareholders of the Company approving the Share Exchange.

Appears in 1 contract

Samples: Share Exchange Agreement (Lexington Barron Technologies Inc)

Certified Resolutions. (i) A certified copy of the resolutions of the Board board of Directors directors of Buyer Purchaser authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement; and (ii) incumbency certificates relating to each person executing any document executed and delivered to Seller by Purchaser pursuant to the terms hereof.

Appears in 1 contract

Samples: Stock Purchase Agreement (Careinsite Inc)

Certified Resolutions. A certified copy of the Certified resolutions of the Board of Directors of Buyer authorizing Purchaser approving the execution and approving delivery of this Agreement and the Purchaser Ancillary Documents and authorizing the consummation of the transactions contemplated by this AgreementAgreement and such Purchaser Ancillary Documents.

Appears in 1 contract

Samples: Asset Purchase Agreement (TRX Inc/Ga)

Certified Resolutions. A certified copy of the Certified resolutions of the Board Boards of Directors and the shareholders of Buyer authorizing Seller approving the execution and approving delivery of this Agreement and each of the other documents delivered by Seller pursuant hereto and authorizing the consummation of the transactions contemplated by this Agreementhereby and thereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cpi Corp)

Certified Resolutions. A certified copy Certified copies of the resolutions of the Board of Directors and shareholders of Buyer Company, authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Insilco Holding Co)

Certified Resolutions. A Representative shall have received a certified copy of the resolutions of the Board of Directors of Buyer authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Stock Purchase Agreement (Critical Homecare Solutions Holdings, Inc.)

Certified Resolutions. A certified copy of the resolutions of the Board members of Directors of Buyer Seller authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.herein;

Appears in 1 contract

Samples: Asset Purchase Agreement (Ambicom Holdings, Inc)

Certified Resolutions. A Purchaser shall have received a certified copy of the resolutions of the Board and Shareholders (if necessary) of Directors of Buyer Seller and Knightview authorizing and approving the execution and delivery of this Agreement and the Seller Documents and the consummation of the transactions contemplated by this AgreementTransactions.

Appears in 1 contract

Samples: Asset Purchase Agreement (Premier Research Worldwide LTD)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors of Buyer authorizing and approving this Agreement and the consummation Shareholders of the transactions contemplated by Company authorizing this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Swing N Slide Corp)

Certified Resolutions. A certified copy of the resolutions of the Board shareholders and board of Directors directors of Buyer authorizing and approving this Agreement and the consummation of the transactions contemplated by this AgreementAgreement together with an incumbency certificate.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ameriquest Technologies Inc)

Certified Resolutions. A certified copy of the resolutions of the Board board of Directors directors of Buyer authorizing the execution and approving delivery of this Agreement and approving the consummation of the transactions contemplated by this Agreement.hereby;

Appears in 1 contract

Samples: Stock Purchase Agreement (Manitex International, Inc.)

Certified Resolutions. A certified copy of the resolutions of the shareholders of Seller and Seller’s Board of Directors of Buyer Directors, authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.herein;

Appears in 1 contract

Samples: Asset Purchase Agreement (Ambicom Holdings, Inc)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors of Buyer Company authorizing and approving this Agreement and the consummation of the transactions contemplated by this AgreementAgreement by the Company.

Appears in 1 contract

Samples: Asset Purchase Agreement (Coast Distribution System Inc)

Certified Resolutions. A certified copy Certified copies of the resolutions of the Board of Directors Advisors and member(s) of Buyer Buyer, authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Stock Purchase Agreement (Neenah Foundry Co)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors of Buyer authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.hereby;

Appears in 1 contract

Samples: Asset Purchase Agreement (Banta Corp)

Certified Resolutions. A certified copy Certified copies of the resolutions of the Board of Directors of Buyer CMS and West Bend authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cobalt Corp)

Certified Resolutions. A certified copy Certified copies of the resolutions of the Board of Directors of Buyer Company authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.hereby;

Appears in 1 contract

Samples: Asset Purchase Agreement (Banta Corp)

Certified Resolutions. A certified copy Certified copies of the resolutions of the Board of Directors and the Shareholder of Buyer Company, authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Abr Information Services Inc)

Certified Resolutions. A certified copy Certified copies of the resolutions of the Board of Directors of Buyer Company, authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (National Research Corp)

Certified Resolutions. A certified copy Certified copies of the resolutions of the Board board of Directors directors of Buyer Purchaser authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Steelcase Inc)

Certified Resolutions. A certified copy Certified copies of the resolutions of the Board board of Directors managers of Buyer Member, authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Purchase Agreement (United Western Bancorp Inc)

Certified Resolutions. A certified copy Certified copies of the resolutions of the Board of Directors of Buyer Seller, authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreementhereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Teletech Holdings Inc)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors of Buyer authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.;

Appears in 1 contract

Samples: Asset Purchase Agreement (Hudson Highland Group Inc)

Certified Resolutions. A certified copy of the meeting minutes or resolutions of the Board of Directors of Buyer Buyer, authorizing and approving this Agreement and the other documents and instruments to be executed and delivered by Buyer pursuant hereto and the consummation of the transactions contemplated by this Agreementhereby and thereby.

Appears in 1 contract

Samples: Equity Purchase Agreement (Steven Madden, Ltd.)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors and Stockholder of Buyer Company authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Enterprise Systems Inc /De/)

Certified Resolutions. A certified copy Certified copies of the resolutions of the Board of Directors of Buyer and the Company Stockholders, authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Gibraltar Industries, Inc.)

Certified Resolutions. A certified The Purchaser delivered to the Stockholder a copy of the resolutions of the Board of Directors of Buyer the Purchaser authorizing the execution, delivery and approving performance of this Agreement and the consummation transactions and other agreements contemplated hereby, certified to by the Secretary of the transactions contemplated by this AgreementPurchaser.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cybershop International Inc)

Certified Resolutions. A certified copy of the resolutions of the Board board of Directors directors of Buyer authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Grand Canyon Education, Inc.)

Certified Resolutions. A certified copy of the resolutions of the adopted by Buyer’s Board of Directors of Buyer authorizing and approving this the Agreement and the consummation of the transactions contemplated by this AgreementSale.

Appears in 1 contract

Samples: Branch Sale Agreement (Seacoast Banking Corp of Florida)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors of Buyer the Investor, authorizing and approving this Agreement the exercise of the Option and the consummation of other documents and instruments to be executed and delivered by the transactions contemplated by this AgreementInvestor in connection therewith.

Appears in 1 contract

Samples: Investment Agreement (Green Earth Technologies Inc)

Certified Resolutions. A certified copy of the Certified resolutions of the Board Boards of Directors of Buyer authorizing Purchaser approving the execution and approving delivery of this Agreement and each of the other documents delivered by Purchaser pursuant hereto and authorizing the consummation of the transactions contemplated by this Agreementhereby and thereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cpi Corp)

Certified Resolutions. A certified copy of the resolutions of the Board manager and/or members of Directors of Buyer Seller authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Grand Canyon Education, Inc.)

Certified Resolutions. A certified copy of the resolutions of --------------------- the Board of Directors of Buyer authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Wec Co)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors general partner of Buyer authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Outback Steakhouse Inc)

Certified Resolutions. A certified copy of the resolutions of the --------------------- Board of Directors of Buyer Purchaser and Parent authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (American Leisure Holdings Inc)

Certified Resolutions. (i) A certified copy of the resolutions of the Board board of Directors directors of Buyer authorizing and approving this Agreement and the consummation of the transactions contemplated by this Agreement; and (ii) incumbency certificates relating to each person executing any document executed and delivered to Seller by Buyer pursuant to the terms hereof.

Appears in 1 contract

Samples: Stock Purchase Agreement (Ss&c Technologies Inc)

Certified Resolutions. A certified copy of the resolutions of the Board of Directors of Buyer authorizing and approving this Agreement Agreement, the agreements, documents and instruments to be executed by Buyer pursuant hereto and the consummation of the transactions contemplated by this Agreementhereby and thereby.

Appears in 1 contract

Samples: Stock Purchase Agreement (Johnson Worldwide Associates Inc)

Certified Resolutions. A certified copy of the resolutions resolution of the Board District’s board of Directors of Buyer directors authorizing and approving the transactions contemplated by this Agreement, the execution and delivery of this Agreement and the consummation of the transactions contemplated by this Agreementprovided herein.

Appears in 1 contract

Samples: Transfer of Business Operations Agreement

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