Common use of Secretary's Certificate and Other Documents Clause in Contracts

Secretary's Certificate and Other Documents. The Purchasers shall have received from the Company on the Closing Date (i) a copy of the Company's certificate of incorporation, including all amendments thereto, certified by the Secretary of State of its jurisdiction of incorporation and a certificate as to the good standing of the Company in such jurisdiction as of no more than five (5) days prior to the Closing Date, (ii) a certificate of an officer of the Company dated as of the Closing Date certifying to the Purchasers that the Purchasers have received (A) a correct and complete copy of the Company's certificate of incorporation and bylaws as in effect on the Closing Date and at all times subsequent to the date of the resolutions described in the following clause (B), (B) a correct and complete copy of resolutions duly adopted by the Board of Directors of the Company authorizing the execution, delivery and performance of the Loan Documents, the sale of the Notes and Warrants hereunder, and the other transactions contemplated hereby and thereby, as applicable, and (C) as to the incumbency and specimen signature of each officer of the Company who shall execute any Loan Document or any other document delivered in connection therewith; and (iii) such other documents as the Purchasers and their counsel may reasonably request.

Secretary's Certificate and Other Documents. The Purchasers shall have received from the Company each Obligor on the Closing Date (i) except to the extent waived by the Agent, a copy of the Companysuch Obligor's certificate of incorporation, including all amendments thereto, certified by the Secretary of State of its jurisdiction of incorporation and a certificate as to the good standing of the Company Obligor in such jurisdiction as of no more than five (5) days prior to the Closing Date, (ii) a certificate of an officer of the Company such Obligor dated as of the Closing Date certifying to the Purchasers that the Purchasers have received (A) a correct and complete copy of the Companysuch Obligor's certificate of incorporation and bylaws as in effect on the Closing Date and at all times subsequent to the date of the resolutions described in the following clause (B), (B) a correct and complete copy of resolutions duly adopted by the Board of Directors of the Company such Obligor authorizing the execution, delivery and performance of the Loan Documents, the sale of the Notes and Warrants hereunder, and the other transactions contemplated hereby and thereby, as applicable, and (C) as to the incumbency and specimen signature of each officer of the Company such Obligor who shall execute any Loan Document or any other document delivered in connection therewith; and (iii) such other documents as the Purchasers and their counsel may reasonably request.

Secretary's Certificate and Other Documents. The Purchasers shall have received from the Company on the Closing Date (i) a copy of the Company's its certificate of incorporation, including all amendments thereto, certified by the Secretary of State of its jurisdiction of incorporation and a certificate as to the good standing of the Company in such jurisdiction as of no more than five (5) days prior to the Closing Date, (ii) a certificate of an officer of the Company dated as of the Closing Date and certifying to the Purchasers that the Purchasers have received (A) a correct and complete copy of the Company's certificate of incorporation and bylaws as in effect on the Closing Date and at all times subsequent to the date of the resolutions described in the following clause (B), (B) a correct and complete copy of resolutions duly adopted by the Board of Directors of the Company authorizing the execution, delivery and performance of the Loan Transaction Documents, the sale of the Notes and Warrants hereunder, and the other transactions contemplated hereby and thereby, as applicable, and (C) as to the incumbency and specimen signature of each officer of the Company who shall execute any Loan Transaction Document or any other document delivered in connection therewith; and (iii) such other documents as the Purchasers and their counsel may reasonably request.

Secretary's Certificate and Other Documents. The Purchasers shall have received from the Company on the Initial Closing Date (i) a copy of the Company's its certificate of incorporation, including all amendments thereto, certified by the Secretary of State of its jurisdiction of incorporation and a certificate as to the good standing of the Company in such jurisdiction as of no more than five (5) days prior to the Initial Closing Date, (ii) a certificate of an officer of the Company dated as of the Initial Closing Date and certifying to the Purchasers that the Purchasers have received (A) a correct and complete copy of the Company's certificate of incorporation and bylaws as in effect on the Initial Closing Date and at all times subsequent to the date of the resolutions described in the following clause (B), (B) a correct and complete copy of resolutions duly adopted by the Board of Directors of the Company authorizing the execution, delivery and performance of the Loan Transaction Documents, the sale of the Notes and Warrants hereunder, and the other transactions contemplated hereby and thereby, as applicable, and (C) as to the incumbency and specimen signature of each officer of the Company who shall execute any Loan Transaction Document or any other document delivered in connection therewith; and (iii) such other documents as the Purchasers and their counsel may reasonably request.