Common use of Resolutions; Incumbency Clause in Contracts

Resolutions; Incumbency. (i) Copies of the resolutions of the board of directors of the Company approving and authorizing the execution, delivery and performance by the Company of this Agreement and the other Loan Documents to be delivered hereunder, and authorizing the borrowing of the Loans and the issuance of Letters of Credit, certified as of the Closing Date by the Secretary or an Assistant Secretary of the Company; and (ii) A certificate of the Secretary or Assistant Secretary of the Company, certifying the names and true signatures of the officers of the Company authorized to execute, deliver and perform, as applicable, this Agreement, and all other Loan Documents to be delivered hereunder;

Appears in 9 contracts

Samples: Credit Agreement (General Mills Inc), Credit Agreement (General Mills Inc), Five Year Credit Agreement (General Mills Inc)

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Resolutions; Incumbency. (iA) Copies copies of the resolutions of the board of directors of the Company Borrower approving and authorizing the execution, delivery and performance by the Company Borrower of this Agreement and the other Loan Documents to be delivered by the Borrower hereunder, and authorizing the borrowing of the Loans and the issuance of Letters of Creditborrowings hereunder, certified as of the Closing Date by the Secretary secretary or an Assistant Secretary assistant secretary of the CompanyBorrower; and (iiB) A a certificate of the Secretary secretary or Assistant Secretary assistant secretary of the Company, Borrower certifying the names and true signatures of the officers of the Company Borrower authorized to execute, deliver and perform, as applicable, this Agreement, Agreement and all other Loan Documents to be delivered hereunder;

Appears in 1 contract

Samples: Credit Agreement (Dimon Inc)

Resolutions; Incumbency. (i) Copies True and complete copies of the resolutions of the board of directors of the Company approving and authorizing the execution, delivery and performance by the Company of this Agreement and the other Loan Documents to be delivered hereunder, and authorizing the borrowing of the Loans and the issuance of Letters of CreditLoans, certified as of the Closing Date by the Secretary or an Assistant Secretary of the Company; andCompany as of the Closing Date as being in full force and effect without amendment or modification; (ii) A certificate of the Secretary or Assistant Secretary of the Company, certifying the names and true signatures of the officers of the Company authorized to execute, deliver and perform, as applicable, this Agreement, and all other Loan Documents Documents; and (iii) A certificate of another officer of the Company as to be delivered hereunder;the incumbency and specimen signature of the Secretary or Assistant Secretary, as the case may be, of the Company.

Appears in 1 contract

Samples: Subordinated Term Loan Agreement (Wellpoint Health Networks Inc /Ca/)

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Resolutions; Incumbency. (i) Copies of the resolutions of the board of directors of the Company approving and authorizing the execution, delivery and performance by the Company of this Agreement and the other Loan Documents to be delivered hereunder, and authorizing the borrowing of the Loans and the issuance of Letters of CreditLoans, certified as of the Closing Date (or a date acceptable to the Agent reasonably close to the Closing Date) by the Secretary or an Assistant Secretary of the Company; and (ii) A certificate of the Secretary or Assistant Secretary of the Company, Company certifying the names and true signatures of the officers of the Company authorized to execute, deliver and perform, as applicable, this Agreement, and all other Loan Documents to be delivered hereunder;

Appears in 1 contract

Samples: Credit Agreement (Ross Stores Inc)

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