Common use of Corporate Certificate Clause in Contracts

Corporate Certificate. Seller shall have delivered to Buyer (i) copies of the organizational documents of Seller as in effect immediately prior to the Closing Date, and (ii) copies of resolutions adopted by the Board of Directors and the shareholders of Seller authorizing the transactions contemplated by this Agreement, and (iii) a certificate of good standing of Seller issued by the Secretary of State of the State of Delaware as of a date not more than ten (10) days prior to the Closing Date, certified in the case of subsections (i) and (ii) of this Section as of the Closing Date by the chief executive officer of Seller as being true, correct and complete.

Corporate Certificate. Seller Buyer shall have delivered to Buyer Seller (i) copies of the organizational documents of Seller Buyer as in effect immediately prior to the Closing Date, and (ii) copies of resolutions adopted by the Board of Directors and the shareholders of Seller Buyer authorizing the transactions contemplated by this Agreement, and (iii) a certificate of good standing of Seller Buyer issued by the Secretary of State of the State of Delaware as of a date not more than ten (10) days prior to the Closing Date, certified in the case of subsections (i) and (ii) of this Section as of the Closing Date by the chief executive officer of Seller Buyer as being true, correct and complete.