Common use of Proof of Corporate Action Clause in Contracts

Proof of Corporate Action. The Purchaser shall have received from the Company a copy, certified by a duly authorized officer thereof to be true and complete as of the Closing Date, of the records of all corporate action taken to authorize the execution, delivery and performance of this Agreement.

Appears in 1 contract

Samples: Acquisition Agreement (FOCUS GOLD Corp)

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Proof of Corporate Action. The Purchaser Sellers shall have received from each of the Company Purchaser and Gold Bag a copy, certified by a duly authorized officer thereof to be true and complete as of the Closing Date, of the records of all corporate action taken to authorize the execution, delivery and performance of this Agreement.

Appears in 1 contract

Samples: Share Purchase Agreement (Gold Bag, Inc.)

Proof of Corporate Action. The Purchaser Company shall have received from each of the Company Purchaser and Gold Bag a copy, certified by a duly authorized officer thereof to be true and complete as of the Closing Date, of the records of all corporate action taken to authorize the execution, delivery and performance of this Agreement.

Appears in 1 contract

Samples: Acquisition Agreement (FOCUS GOLD Corp)

Proof of Corporate Action. The Purchaser Sellers shall have received from the Company a copyPurchaser and Holdings copies, certified by a duly authorized officer thereof to be true and complete as of the Closing Date, of the records of all corporate and shareholder action taken to authorize the execution, delivery and performance of this AgreementAgreement and each of the agreements contemplated hereby to which Purchaser or Holdings is a party.

Appears in 1 contract

Samples: Stock Purchase Agreement (FGX International Holdings LTD)

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Proof of Corporate Action. The Purchaser Sellers shall have received from the Company a copyPurchaser copies, certified by a duly authorized officer thereof to be true and complete as of the Closing Date, of the records of all corporate and stockholder action taken to authorize the execution, delivery and performance of this AgreementAgreement and each of the other Transaction Agreements to which Purchaser is a party.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Fortune Brands Home & Security, Inc.)

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