Corporate Good Standing and Certified Board Resolutions Sample Clauses

Corporate Good Standing and Certified Board Resolutions. Parent and Capstone Sub shall deliver to Shareholders a certificate of good standing from the Secretary of State of Delaware and Maryland, respectively, dated the most recent practical date prior to Closing, together with a certified copy of the resolutions of each of their Board of Directors authorizing the execution, delivery and consummation of this Agreement and all other documents executed in connection herewith.
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Corporate Good Standing and Certified Board Resolutions. Buyer shall deliver to Shareholders a certificate of good standing from the Secretary of State of Delaware, dated the most recent practical date prior to Closing, together with a certified copy of the resolutions of the Board of Directors of Buyer authorizing the execution, delivery and consummation of this Agreement and all other documents executed in connection herewith.
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Corporate Good Standing and Certified Board Resolutions. Buyer shall deliver to Seller a certificate of good standing from the Secretary of State of its state of organization dated the most recent practical date prior to Closing and a certified copy of the resolutions of the Board of Directors of Buyer approving this Agreement and consummation of the transactions hereunder contemplated.
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Corporate Good Standing and Certified Board Resolutions. Buyer will ------------------------------------------------------- deliver to Shareholder a certificate of existence from the Secretary of State of Tennessee, dated the most recent practical date prior to Closing, together with a certified copy of the resolutions of the Board of Directors of Buyer authorizing the execution, delivery and consummation of this Agreement and the consummation of the transactions contemplated hereunder.
Sample 1
Corporate Good Standing and Certified Board Resolutions. Purchaser shall deliver to Sellers a certificate of Good Standing from the secretary of the state of organization for the Purchaser and a certified copy of the resolutions of the Board of Directors of the Purchaser approving this Agreement and consummation of the transactions intended hereby.
Sample 1
Corporate Good Standing and Certified Board Resolutions. The Merger Subsidiary will deliver to Shareholders a certificate of existence from the Secretary of State of Tennessee, dated the most recent practical date prior to Closing, together with a certified copy of the resolutions of the Board of Directors of each of the Merger Subsidiary and Parent authorizing the execution, delivery and consummation of this Agreement and the consummation of the transactions contemplated hereunder.
Sample 1
Corporate Good Standing and Certified Board Resolutions. Purchaser shall deliver to Seller a certificate of Good Standing from the Secretary of the State of Ohio and a certified copy of the resolutions of the Board of Directors of the Purchaser approving this Agreement and consummation of the transactions intended hereby.
Sample 1
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Corporate Good Standing and Certified Board Resolutions. Purchaser shall deliver to Seller a certificate of Status from the Nova Scotia Office of the Registrar of Joint Stock Companies and a certified copy of the resolutions of the Board of Directors of the Purchaser approving this Agreement and consummation of the transactions intended hereby.
Sample 1
Corporate Good Standing and Certified Board Resolutions. The CCSI Companies will each deliver to the Sellers certificates of existence from the Secretary of State of Tennessee, dated the most recent practical date prior to Closing, together with a certified copy of the resolutions of each of the Board of Directors of each of the Merger Sub and the Parent authorizing the execution, delivery and consummation of this Agreement and the consummation of the transactions contemplated hereunder.
Sample 1

Related to Corporate Good Standing and Certified Board Resolutions

  • Board Resolutions The Company shall have received resolutions duly adopted by Pubco’s Board of Directors approving the execution, delivery and performance of the Agreement and the transactions contemplated by the Agreement.

  • 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.

  • Resolutions Copies of resolutions of the Board of Directors of each Borrower approving and adopting the Credit Documents, the transactions contemplated herein and therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary of the relevant Borrower to be true and correct and in force and effect as of the Closing Date.

  • Resolutions; Incumbency (i) Copies of the resolutions of the board of directors of the Borrower authorizing the transactions contemplated hereby, certified as of the Closing Date by the Secretary or an Assistant Secretary of the Borrower; and (ii) A certificate of the Secretary or Assistant Secretary of the Borrower certifying the names and true signatures of the officers of the Borrower authorized to execute, deliver and perform, as applicable, this Agreement, and all other Loan Documents to be delivered by it hereunder;

  • Organization Documents, Resolutions, Etc Receipt by the Administrative Agent of the following, each of which shall be originals or facsimiles (followed promptly by originals), in form and substance reasonably satisfactory to the Administrative Agent: (i) copies of the Organization Documents of each Loan Party certified to be true and complete as of a recent date by the appropriate Governmental Authority of the state or other jurisdiction of its incorporation or organization, where applicable, and certified by a secretary or assistant secretary of such Loan Party to be true and correct as of the Closing Date; (ii) such certificates of resolutions or other action, incumbency certificates and/or other certificates of Responsible Officers of each Loan Party as the Administrative Agent may require evidencing the identity, authority and capacity of each Responsible Officer thereof authorized to act as a Responsible Officer in connection with this Agreement and the other Loan Documents to which such Loan Party is a party; and (iii) such documents and certifications as the Administrative Agent may require to evidence that each Loan Party is duly organized or formed, and is validly existing, in good standing and qualified to engage in business in its state of organization or formation.

  • Copies of Resolutions Copies of all proposed or adopted motions, briefs, resolutions, by- laws or rules and regulations by the Municipal, Regional, Provincial or Federal Government or their respective advisory committees which affect the members of this Union and/or the general provision of day care, received by either party shall be maintained in an open file to which the Employees have access.

  • Corporate Resolutions Delivery by the Company to the Buyer a copy of resolutions of the Company’s board of directors, approving and authorizing the execution, delivery and performance of the Transaction Documents and the transactions contemplated thereby in the form attached hereto as Exhibit C (the “Irrevocable Resolutions”);

  • Board Resolution The term “

  • Manager Officers’ Certificate The Representatives shall have received a certificate, dated such Closing Date, of the Chief Executive Officer and Chief Financial Officer of the Manager in which such officers shall state that: the representations and warranties of the Manager in this Agreement are true and correct; the Manager has complied with all agreements and satisfied all conditions on its part to be performed or satisfied hereunder at or prior to such Closing Date.

  • TCP DNS resolution RTT Refers to the RTT of the sequence of packets from the start of the TCP connection to its end, including the reception of the DNS response for only one DNS query. If the RTT is 5 times greater than the time specified in the relevant SLR, the RTT will be considered undefined.

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