Resolutions and Incumbency. The Administrative Agent shall have received copies of such certificates of resolutions or other action, incumbency certificates and/or other certificates of the Executive Officers of each of the Credit Parties as the Administrative Agent may reasonably require evidencing the identity, authority and capacity of each Executive Officer thereof authorized to act as an Executive Officer in connection with this Amendment and the other Credit Documents to which such Person is a party.
Resolutions and Incumbency. (i) Copies of resolutions of the board of directors of the Company, Parent and Mike Xxx authorizing the transactions contemplated hereby, certified as of the Restatement Date by the Secretary or an Assistant Secretary of such Person; and
(ii) A certificate of the Secretary or an Assistant Secretary of the Company, Parent and Mike Xxx certifying the names and true signatures of the officers of such Person authorized to execute, deliver and perform this Agreement and all other Loan Documents to be delivered by it hereunder.
Resolutions and Incumbency. (i) Copies of resolutions of the board of directors of the Company and each Guarantor authorizing the transactions contemplated hereby, certified as of the Effective Date by the Secretary or an Assistant Secretary of such Person; and
(ii) A certificate of the Secretary or an Assistant Secretary of the Company and each Guarantor certifying the names and true signatures of the officers of such Person authorized to execute, deliver and perform this Agreement and the other Loan Documents to be delivered by it hereunder.
Resolutions and Incumbency. Receipt by the Agent of (i) copies of -------------------------- resolutions of the Board of Directors or their equivalent for the Credit Parties, each approving and adopting this Amendment, the transactions contemplated herein and authorizing execution and delivery hereof (ii) an incumbency certificate of each Credit Party, in each case certified by a secretary or assistant secretary of the applicable Credit Party to be true and correct.
Resolutions and Incumbency. The Administrative Agent shall have received (i) resolutions of the board of directors (or its equivalent) of each Credit Party approving this Amendment, certified by the secretary of each Credit Party as being in full force and effect on the date hereof, (ii) with respect to the Foreign Credit Parties, such corporate documents and certificates as the Collateral Agent may request, and (iii) incumbency certificates and/or other certificates of Responsible Officers of each Credit Party as the Administrative Agent may require evidencing the identity and capacity of each Responsible Officer.
Resolutions and Incumbency. The Agent shall have received a certificate -------------------------- of the Secretary or an Assistant Secretary of the Borrower certifying as to (i) resolutions then in full force and effect of the Board of Directors of the Borrower authorizing the execution and delivery of this Third Amendment and the consummation of the transactions contemplated hereby and (ii) the incumbency and signatures of those of its officers authorized to execute and deliver, and otherwise act with respect to, this Third Amendment, upon which certificate the Agent and each Bank may conclusively rely until they shall have received a further certificate of the Secretary or an Assistant Secretary of the Borrower canceling or amending such prior certificate. Promptly after the effective date of this Third Amendment, the Agent shall deliver fully executed counterparts of this Third Amendment to each of the Banks, and the Agreement shall consist of the Agreement as amended by this Third Amendment.
Resolutions and Incumbency. Certified copies of resolutions of the Board of Directors of the Company authorizing this Agreement, the Notes and other documents provided for in this Agreement and the transactions contemplated hereby, together with a certification of the names of the officer or officers of the Company authorized to sign this Agreement and the Notes and other documents provided for in this Agreement and a sample of the true signature of each such officer (upon which certification each Bank may conclusively rely until it shall have received a further certification of the Secretary or any Assistant Secretary of the Company cancelling or amending such prior certification).
Resolutions and Incumbency. (i) Copies of resolutions of the board of directors (or other governing body) of each Borrower and each Guarantor authorizing the transactions contemplated hereby, certified as of the Effective Date by the Secretary or an Assistant Secretary of such Person, PROVIDED that no German Entity shall be required to deliver copies of resolutions unless resolutions are necessary pursuant to its Organization Documents; and
(ii) A certificate of the Secretary or an Assistant Secretary or director of each Borrower and each Guarantor certifying the names and true signatures of the officers of such Person authorized to execute, deliver and perform the Loan Documents to be delivered by it hereunder, PROVIDED that, in lieu of the foregoing, each German Entity shall deliver a certified copy of its current excerpt of the commercial register file (HANDELSREGISTERAUSZUG) and a certified copy of the specimen signature (UNTERSCHRIFTENPROBE) currently filed with the commercial register of the representative of such Person who will execute, deliver and perform the Loan Documents to be delivered by it hereunder.
Resolutions and Incumbency. 82 (c) Organization Documents; Good Standing..........................82 (d) Legal Opinions.................................................83 (e) Notes..........................................................83 (f) Payment of Fees................................................83 (g) Parent Guaranty................................................83 (h) Confirmation...................................................83 (i) Certificate....................................................83 (j)
Resolutions and Incumbency. 63 (c) Organization Documents; Good Standing..............63 (d)
