Common use of PROCEEDINGS AND DOCUMENTS; SECRETARY'S CERTIFICATE Clause in Contracts

PROCEEDINGS AND DOCUMENTS; SECRETARY'S CERTIFICATE. Parent shall have received a certificate of the Secretary of the Company, in form and substance reasonably satisfactory to Parent, as to the authenticity and effectiveness of the actions of the Board of Directors and shareholders of 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: Merger Agreement (Primus Knowledge Solutions Inc)

AutoNDA by SimpleDocs

PROCEEDINGS AND DOCUMENTS; SECRETARY'S CERTIFICATE. Parent The Company shall have received a certificate of the Secretary of the CompanyParent, in form and substance reasonably satisfactory to Parentthe Company, as to the authenticity and effectiveness of the actions of the Board of Directors and shareholders of the Company Parent 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: Merger Agreement (Primus Knowledge Solutions Inc)

PROCEEDINGS AND DOCUMENTS; SECRETARY'S CERTIFICATE. Parent shall have received a certificate of the Secretary of the Company, in form and substance reasonably satisfactory to Parent, as to the authenticity and effectiveness of the actions of the Board of Directors and shareholders stockholders of the Company authorizing the Merger and the transactions contemplated by this Agreement and the other Operative Documents. Copies of the Company's Articles ’s Certificate of Incorporation, certified by the California Delaware Secretary of State, and Bylaws, certified by the Secretary of the Company, shall be attached to such certificate.

Appears in 1 contract

Samples: Merger Agreement (HouseValues, Inc.)

AutoNDA by SimpleDocs

PROCEEDINGS AND DOCUMENTS; SECRETARY'S CERTIFICATE. Parent The Company shall have received a certificate of the Secretary of the CompanyParent, in form and substance reasonably satisfactory to Parentthe Company, as to the authenticity and effectiveness of the actions of the Board of Directors and shareholders of the Company Parent 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: Merger Agreement (Primus Knowledge Solutions Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!