Corporate Certificate. Buyer shall have delivered to Seller (i) copies of the organizational documents of 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 Buyer authorizing the transactions contemplated by this Agreement, and (iii) a certificate of good standing of 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 Buyer as being true, correct and complete.
Appears in 2 contracts
Samples: Asset Purchase Agreement (RDE, Inc.), Asset Purchase Agreement (RDE, Inc.)
Corporate Certificate. Buyer Seller shall have delivered to Seller Buyer (i) copies of the organizational documents of Buyer 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 Buyer Seller authorizing the transactions contemplated by this Agreement, and (iii) a certificate of good standing of Buyer 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 Buyer Seller as being true, correct and complete.
Appears in 2 contracts
Samples: Asset Purchase Agreement (RDE, Inc.), Asset Purchase Agreement (RDE, Inc.)