Common use of Certified Resolutions Clause in Contracts

Certified Resolutions. Purchaser shall have received a certificate of --------------------- the Secretary or Assistant Secretary of Seller containing a true and correct copy of the resolutions duly adopted by the respective boards of directors of each of Image and Maxim, approving and authorizing each Acquisition Document and the transactions contemplated hereby and thereby. The Secretary or Assistant Secretary of Seller shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser Seller shall have received from Purchaser a --------------------- certificate of --------------------- executed by the Secretary or Assistant Secretary of Seller Purchaser containing a true and correct copy of the resolutions duly adopted by the respective boards Purchaser's Board of directors of each of Image and Maxim, Directors approving and authorizing this Agreement and each of the other Acquisition Document Documents to which Purchaser is a party and each of the transactions contemplated hereby and thereby. The Secretary or Assistant Secretary of Seller Purchaser shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser Shareholders shall have received from Purchaser a certificate of --------------------- executed by the Secretary or Assistant Secretary of Seller Purchaser containing a true and correct copy of the resolutions duly adopted by the respective boards Purchaser’s board of directors of each of Image and Maxim, (or similar governing body) approving and authorizing each Acquisition Document of the Purchase Documents to which Purchaser is a party and each of the transactions contemplated hereby and thereby. The Secretary or Assistant Secretary of Seller Purchaser shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser shall have received a certificate of --------------------- the Secretary or Assistant Secretary of Seller containing a true and correct copy of the resolutions duly adopted by the respective boards board of directors and Shareholder of each of Image and MaximSeller, approving and authorizing each Acquisition Document this Agreement and the consummation of the transactions contemplated hereby and therebyhereby. The Secretary or Assistant Secretary of Seller shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser shall have received a certificate of --------------------- the Secretary or Assistant Secretary of Seller containing a true and correct copy of the resolutions duly adopted by the respective boards board of directors of each of Image and MaximSeller, approving and authorizing each Acquisition Document this Agreement and the consummation of the transactions contemplated hereby and therebyhereby. The Secretary or Assistant Secretary of Seller shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser Buyer shall have received a certificate of --------------------- the Secretary or Assistant Secretary of Seller the Company containing a true and correct copy of the resolutions duly adopted by the respective boards board of directors of each of Image and Maximthe Company, approving and authorizing this Agreement and each other Acquisition Document to which the Company is a party and the transactions contemplated hereby and thereby. The Secretary or Assistant Secretary of Seller the Company shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser shall have received a --------------------- certificate of --------------------- the Secretary or Assistant Secretary of Seller containing a true and correct copy of the resolutions duly adopted by the respective boards board of directors of each of Image and MaximSeller, approving and authorizing each Acquisition Document and the transactions contemplated hereby and thereby. The Secretary or Assistant Secretary of Seller shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser Sellers shall have received from Purchaser a certificate of --------------------- executed by the Secretary or Assistant Secretary of Seller Purchaser containing a true and correct copy of the resolutions duly adopted by the respective boards Purchaser’s Board of directors of each of Image and Maxim, Directors approving and authorizing each of the Acquisition Document Documents to which Purchaser is a party and each of the transactions contemplated hereby and thereby. The Secretary or Assistant Secretary of Seller Purchaser shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser shall have received a certificate of --------------------- the Secretary or Assistant Secretary of Seller containing a true and correct copy of the resolutions duly adopted by the respective boards board of directors of each of Image and MaximSeller, approving and authorizing each Acquisition Document of the Purchase Documents to which Seller is a party and each of the transactions contemplated hereby and thereby. The Secretary or Assistant Secretary of Seller shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser shall have received a certificate of --------------------- the Secretary or Assistant Secretary of Seller Issuer containing a true and correct copy of the resolutions duly adopted by the respective boards Board of directors Directors of each of Image and MaximIssuer, approving and authorizing each Acquisition Document and the transactions contemplated hereby and therebyAgreement. The Secretary or Assistant Secretary of Seller Issuer shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser Seller shall have received from Purchaser a certificate of --------------------- executed by the Secretary or Assistant Secretary of Seller Purchaser containing a true and correct copy of the resolutions duly adopted by the respective boards Purchaser’s Board of directors of each of Image and Maxim, Directors approving and authorizing each Acquisition Document of the Purchase Documents to which Purchaser is a party and each of the transactions contemplated hereby and thereby. The Secretary or Assistant Secretary of Seller Purchaser shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser shall have received a certificate of --------------------- the Secretary or Assistant Secretary of Seller containing a true and correct copy of the resolutions duly adopted by the respective boards board of directors of each of Image and Maxim, Seller approving and authorizing each Acquisition Document and the transactions contemplated hereby and thereby. The Secretary or Assistant Secretary of Seller shall also certify thereby and certifying that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser Seller shall have received from Purchaser a certificate of --------------------- executed by the Secretary or Assistant Secretary of Seller Purchaser containing a true and correct copy of the resolutions duly adopted by the respective boards Purchaser's Board of directors of each of Image and Maxim, Directors approving and authorizing this Agreement and each of the other Acquisition Document Documents to which Purchaser is a party and each of the transactions contemplated hereby and thereby. The Secretary or Assistant Secretary of Seller Purchaser shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser Seller shall have received from Purchaser a ---------------------- certificate of --------------------- executed by the Secretary or Assistant Secretary of Seller Purchaser containing a true and correct copy of the resolutions duly adopted by the respective boards Purchaser's Board of directors of each of Image and Maxim, Directors approving and authorizing this Agreement and each of the other Acquisition Document Documents to which Purchaser is a party and each of the transactions contemplated hereby and thereby. The Secretary or Assistant Secretary of Seller Purchaser shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser Shareholder shall have received from Purchaser a certificate of --------------------- executed by the Secretary or Assistant Secretary of Seller Purchaser containing a true and correct copy of the resolutions duly adopted by the respective boards Purchaser’s Board of directors of each of Image and Maxim, Directors approving and authorizing each Acquisition Document of the Purchase Documents to which Purchaser is a party and each of the transactions contemplated hereby and thereby. The Secretary or Assistant Secretary of Seller Purchaser shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser shall have received a certificate of --------------------- the Secretary or Assistant Secretary of Seller containing a true and correct copy of the resolutions duly adopted by the respective boards board of directors of each of Image and Maxim, approving and authorizing each Acquisition Document and the transactions contemplated hereby and thereby. The Secretary or Assistant Secretary of Seller shall also certify thereby and certifying that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser shall have received a certificate of --------------------- the Secretary or Assistant Secretary of Seller containing a true and correct copy of the resolutions duly adopted by the respective boards of directors of each of Image and MaximSeller, approving and authorizing this Agreement and each Acquisition Document and of the transactions contemplated hereby and thereby. The Secretary or Assistant Secretary of Seller shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser Seller shall have received a certificate of --------------------- the Secretary or Assistant Secretary of Seller Purchaser containing a true and correct copy of the resolutions duly adopted by the respective boards [managers] of directors of each of Image and MaximPurchaser, approving and authorizing each Acquisition Document the Purchaser Transaction Agreements and the consummation of the transactions contemplated hereby and thereby. The Secretary or Assistant Secretary of Seller Purchaser shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser Seller shall have received a certificate of --------------------- the Secretary or Assistant Secretary of Seller Purchaser and New Operator containing a true and correct copy of the resolutions duly adopted by the respective boards of directors of each of Image Purchaser and MaximNew Operator, approving and authorizing this Agreement and each Acquisition Document and of the transactions contemplated hereby and thereby. The Secretary or Assistant Secretary of Seller Purchaser and of New Operator shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser Sellers shall have received a certificate of --------------------- from Purchaser certificates executed by the Secretary or Assistant Secretary of Seller thereof containing a true and correct copy copies of the resolutions duly adopted by the respective boards Purchaser's board of directors of each of Image and Maxim, approving and authorizing this Agreement and each Acquisition Document of the other Purchaser Transaction Agreements to which it is a party and each of the transactions contemplated hereby and thereby. The Secretary or Assistant Secretary of Seller Purchaser shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser Seller shall have received a certificate of from --------------------- Purchaser certificates executed by the Secretary or Assistant Secretary of Seller thereof containing a true and correct copy copies of the resolutions duly adopted by the respective boards Purchaser's board of directors of each of Image and Maxim, approving and authorizing this Agreement and each Acquisition Document of the other Purchase Documents to which it is a party and each of the transactions contemplated hereby and thereby. The Secretary or Assistant Secretary of Seller Purchaser shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser shall have received a certificate of --------------------- the Secretary or Assistant Secretary of Seller containing a true and correct copy of the resolutions duly adopted by the respective boards board of directors and shareholders of each of Image and MaximSeller, approving and authorizing each Acquisition Document this Agreement and the consummation of the transactions contemplated hereby and therebyhereby. The Secretary or Assistant Secretary of Seller shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser Purchase shall have received a certificate of --------------------- the Secretary or Assistant Secretary of Seller containing a true and correct copy of the resolutions duly adopted by the respective boards of directors of each of Image and MaximSeller, approving and authorizing this Agreement and the Interim Services Agreement and each Acquisition Document and of the transactions contemplated hereby and thereby. The Secretary or Assistant Secretary of Seller shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser Seller shall have received from Purchaser a certificate of --------------------- executed by the Secretary or Assistant Secretary of Seller Purchaser containing a true and correct copy of the resolutions duly adopted by the respective boards its Board of directors of each of Image and Maxim, Directors approving and authorizing this Agreement and each of the other Acquisition Document Documents to which Purchaser is a party and each of the transactions contemplated hereby and thereby. The Secretary or Assistant Secretary of Seller Purchaser shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser shall have received a certificate of --------------------- the Secretary or Assistant Secretary of Seller each Shareholder containing a true and correct copy of the resolutions duly adopted by the respective boards board of directors (or similar governing body) of each of Image and Maximsuch Shareholder, approving and authorizing each Acquisition Document of the Purchase Documents to which such Shareholder is a party and each of the transactions contemplated hereby and thereby. The Secretary or Assistant Secretary of Seller each Shareholder shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser shall have received a certificate of --------------------- the Secretary or Assistant Secretary of Seller containing a true and correct copy of the resolutions duly adopted by the respective boards board of directors of each of Image and Maxim, Seller approving and authorizing each Acquisition Document and the transactions contemplated hereby and thereby. The Secretary or Assistant Secretary of Seller shall also certify thereby and certifying that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser Seller shall have received from --------------------- Purchaser a certificate of --------------------- executed by the Secretary or Assistant Secretary of Seller Purchaser containing a true and correct copy of the resolutions duly adopted by the respective boards Purchaser's Board of directors of each of Image and Maxim, Directors approving and authorizing this Agreement and each of the other Acquisition Document Documents to which Purchaser is a party and each of the transactions contemplated hereby and thereby. The Secretary or Assistant Secretary of Seller Purchaser shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.

Certified Resolutions. Purchaser shall have received from --------------------- Seller a certificate of --------------------- executed by the Secretary or Assistant Secretary of Seller thereof containing a true and correct copy copies of the resolutions duly adopted by the respective boards Seller's board of directors of each of Image and Maxim, approving and authorizing this Agreement and each Acquisition Document of the other Purchase Documents to which it is a party and each of the transactions contemplated hereby and thereby. The Secretary or Assistant Secretary of Seller shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.