PROCEEDINGS AND DOCUMENTS; SECRETARY'S CERTIFICATE. The Company shall have received a certificate of the Secretary of Parent, in form and substance reasonably satisfactory to the Company, as to the authenticity and effectiveness of the actions of the Board of Directors of Parent authorizing the Merger and the transactions contemplated by this Agreement and the other Operative Documents.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Primus Knowledge Solutions Inc)
PROCEEDINGS AND DOCUMENTS; SECRETARY'S CERTIFICATE. The Company Parent shall have received a certificate of the Secretary of Parentthe Company, in form and substance reasonably satisfactory to the CompanyParent, as to the authenticity and effectiveness of the actions of the Board of Directors and shareholders of Parent the Company authorizing the Merger and the transactions contemplated by this Agreement and the other Operative Documents. Copies of the Company's Articles of Incorporation, certified by the California Secretary of State, and Bylaws, certified by the Secretary of the Company, shall be attached to such certificate.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Primus Knowledge Solutions Inc)
PROCEEDINGS AND DOCUMENTS; SECRETARY'S CERTIFICATE. The Company Parent shall have received a certificate of the Secretary of Parentthe Company, in form and substance reasonably satisfactory to the CompanyParent, as to the authenticity and effectiveness of the actions of the Board of Directors and stockholders of Parent the Company authorizing the Merger and the transactions contemplated by this Agreement and the other Operative Documents. Copies of the Company’s Certificate of Incorporation, certified by the Delaware Secretary of State, and Bylaws, certified by the Secretary of the Company, shall be attached to such certificate.
Appears in 1 contract
PROCEEDINGS AND DOCUMENTS; SECRETARY'S CERTIFICATE. The Company shall have received a certificate of the Secretary of Parent, in form and substance reasonably satisfactory to the Company, as to the authenticity and effectiveness of the actions of the Board of Directors of Parent authorizing the Merger and the transactions contemplated by this Agreement and the other Operative Documents.,
Appears in 1 contract
Samples: Agreement and Plan of Merger (Primus Knowledge Solutions Inc)