Certified Resolutions. Seller shall have delivered to Purchaser copies, certified by the secretary or an assistant secretary of Seller, of the resolutions of Seller's board of directors and stockholders authorizing the execution and delivery of this Agreement.
Appears in 5 contracts
Samples: Asset Purchase Agreement (Masada Security Holdings Inc), Asset Purchase Agreement (Masada Security Holdings Inc), Asset Purchase Agreement (Masada Security Holdings Inc)
Certified Resolutions. Seller shall Buyer will have delivered to Purchaser copiesSeller copies of resolutions adopted by Buyer’s Board of Directors, certified as of the Closing Date by the secretary Secretary or an assistant secretary Assistant Secretary of SellerBuyer, of the resolutions of Seller's board of directors and stockholders authorizing the execution and delivery of this Agreement and the performance by Buyer of its obligations under this Agreement.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Black Hills Corp /Sd/), Stock Purchase Agreement (Xcel Energy Inc), Stock Purchase Agreement (Xcel Energy Inc)
Certified Resolutions. Seller shall will have delivered to Purchaser copiesBuyer copies of resolutions adopted by Seller’s Board of Directors, certified as of the Closing Date by the secretary Secretary or an assistant secretary Assistant Secretary of Seller, of the resolutions of Seller's board of directors and stockholders authorizing the execution and delivery of this Agreement and the performance by Seller of its obligations under this Agreement.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Xcel Energy Inc), Stock Purchase Agreement (Xcel Energy Inc), Stock Purchase Agreement (Black Hills Corp /Sd/)
Certified Resolutions. Seller shall have delivered deliver to Purchaser copies, Buyer certified by the secretary or an assistant secretary of Seller, copies of the resolutions of Seller's board the Board of directors Directors and stockholders the shareholder of the Company authorizing and approving this Agreement and the execution and delivery consummation of this Agreementthe transactions contemplated hereby.
Appears in 1 contract
Certified Resolutions. Buyer shall deliver to Seller shall have delivered to Purchaser copies, certified by the secretary or an assistant secretary of Seller, copies of the resolutions of Seller's board the Board of directors Directors of Buyer authorizing and stockholders authorizing approving this Agreement and the execution and delivery consummation of this Agreementthe transactions contemplated hereby.
Appears in 1 contract
Certified Resolutions. The Seller shall have delivered to Purchaser copiesthe Buyer copies of resolutions adopted by the Board of Directors and Members of the Seller authorizing the transactions contemplated by this Agreement, certified as of the Closing by the secretary or an assistant secretary of Seller, Members of the resolutions of Seller's board of directors and stockholders authorizing the execution and delivery of this Agreement.
Appears in 1 contract
Certified Resolutions. Seller shall have delivered to Purchaser copies, certified copies of resolutions duly adopted by the secretary or an assistant secretary Board of Directors and shareholders of Seller, in such form as shall be reasonably satisfactory to Purchaser, authorizing the execution, delivery and performance of this Agreement and all Other Seller Agreements and all other corporate action necessary or proper to consummate the transactions contemplated by this Agreement, which copies of such resolutions shall be certified as true and correct by the Secretary of Seller's board of directors and stockholders authorizing the execution and delivery of this Agreement.
Appears in 1 contract
Certified Resolutions. Seller Buyer shall have delivered to Purchaser copiesStockholder copies of resolutions of its Board of Directors authorizing the execution, delivery and performance of this Agreement and the transactions contemplated hereby, certified to by the secretary or an assistant secretary authorized officer of Seller, of the resolutions of Seller's board of directors and stockholders authorizing the execution and delivery of this AgreementBuyer.
Appears in 1 contract
Samples: Stock Purchase Agreement (Marketing Services Group Inc)
Certified Resolutions. The Seller shall have delivered to Purchaser copies, certified the Buyer a certificate executed by the secretary Secretary or an assistant secretary Assistant Secretary of Seller, the Seller containing true and correct copies of the resolutions of duly adopted by the Seller's board of directors approving and stockholders authorizing the execution and delivery of this Agreement, each of the Transaction Documents and the Transaction. The Secretary or Assistant Secretary of the Seller shall also certify that such resolutions have not been rescinded, revoked, modified, or otherwise affected and remain in full force and effect.
Appears in 1 contract
Samples: Purchase Agreement (Momentive Specialty Chemicals Inc.)
Certified Resolutions. Seller The Buyer shall have delivered to Purchaser copies, certified the Seller copies of resolutions adopted by the secretary or an assistant secretary of Seller, of the resolutions of Seller's board of directors and stockholders of the Buyer authorizing the execution and delivery of transactions contemplated by this Agreement, certified as of the Closing by a Secretary or Assistant Secretary of the Buyer.
Appears in 1 contract
Certified Resolutions. Seller Sellers shall have delivered to Purchaser copiesBuyers resolutions of the Board of Directors of Sellers authorizing the execution, delivery and performance of this Agreement and the transactions contemplated hereby, certified to by the secretary or an assistant secretary officer of Seller, of the resolutions of Seller's board of directors and stockholders authorizing the execution and delivery of this AgreementSellers.
Appears in 1 contract
Samples: Asset Purchase Agreement (Bioshield Technologies Inc)
Certified Resolutions. Seller The Purchaser shall have delivered to Purchaser copiesreceived copies of resolutions of the Seller's Board of Directors, certified by the secretary or an assistant secretary Secretary of the Seller, authorizing the execution, delivery and performance of the resolutions of Seller's board of directors Agreement and stockholders the transactions contemplated hereby by the Seller and authorizing the execution and delivery signatory officers of the Seller to execute this Agreement.
Appears in 1 contract
Certified Resolutions. Seller shall have delivered to Purchaser copiesBuyer resolutions adopted by Seller's Board of Directors and stockholders, certified by the secretary or an assistant secretary of Seller, of the resolutions of Seller's board of directors and stockholders secretary, authorizing the execution and delivery of this AgreementAgreement and the other Transaction Documents to which Seller is a party and the consummation of the transactions contemplated hereby and thereby.
Appears in 1 contract
Samples: Asset Purchase Agreement (Barrie Richard Fragrances Inc)
Certified Resolutions. The Seller shall have delivered to Purchaser copies, certified the Buyer copies of resolutions adopted by the secretary or an assistant secretary of Seller, of the resolutions of Seller's board of directors of the Seller and stockholders of the requisite number of the Shareholders authorizing the execution and delivery of transactions contemplated by this Agreement, certified as of the Closing by a Secretary or Assistant Secretary of the Seller.
Appears in 1 contract
Certified Resolutions. Seller Purchaser shall have delivered to Purchaser copiesSeller a copy, certified by the secretary or an assistant secretary of SellerPurchaser, of the resolutions of SellerPurchaser's board of directors and stockholders sole stockholder authorizing the execution and delivery of this Agreement.
Appears in 1 contract
Samples: Asset Purchase Agreement (Masada Security Holdings Inc)
Certified Resolutions. The Seller shall have delivered to Purchaser copiesthe Buyer copies of resolutions adopted by the Board of Directors of the Seller and the Shareholders authorizing the transactions contemplated by this Agreement, certified as of the Closing by the a secretary or an assistant secretary of the Seller, of the resolutions of Seller's board of directors and stockholders authorizing the execution and delivery of this Agreement.
Appears in 1 contract
Certified Resolutions. Seller Buyer shall have delivered to Purchaser copiesSeller resolutions adopted by Buyer's Board of Directors, certified by the secretary or an assistant secretary of SellerBuyer's secretary, of the resolutions of Seller's board of directors and stockholders authorizing the execution and delivery of this AgreementAgreement and the consummation of the transactions contemplated hereby.
Appears in 1 contract
Samples: Asset Purchase Agreement (Barrie Richard Fragrances Inc)
Certified Resolutions. Seller Purchaser shall have delivered to Purchaser copies, certified received from Seller a copy of resolutions duly adopted by the secretary or an assistant secretary of Seller, of the resolutions of Seller's board of directors and stockholders Seller Board authorizing the execution and delivery of this AgreementAgreement and any other agreement executed and delivered by Seller in connection herewith and the consummation of the transactions herein and therein contemplated to be consummated by Seller, duly certified, as of the Closing Date, by the Secretary or any Assistant Secretary of Seller.
Appears in 1 contract
Samples: Stock Purchase Agreement (Midwest Banc Holdings Inc)
Certified Resolutions. The Seller shall have delivered to the Purchaser copies, certified copies of resolutions adopted by the secretary or an assistant secretary of Seller, of the resolutions of Seller's board of directors and stockholders of the Seller authorizing the execution and delivery of transactions contemplated by this Agreement, certified as of the Time of Closing by the Secretary or Assistant Secretary of the Seller.
Appears in 1 contract
Samples: Asset Purchase Agreement (American Disposal Services Inc)