Common use of Secretary’s Certificate, Etc Clause in Contracts

Secretary’s Certificate, Etc. The Agent shall have received from each Obligor party to a Loan Document on the Closing Date: (i) a copy of a good standing certificate or the equivalent thereof, dated within ten (10) days prior to the Closing Date, for each such Person; and (ii) a certificate, dated as of the Closing Date, duly executed and delivered by such Person’s secretary or assistant secretary, managing member, general partner or equivalent, as to: (A) resolutions of each such Person’s Board then in full force and effect authorizing the execution, delivery and performance of each Loan Document and the Transactions, to be executed and delivered by such Person; (B) the incumbency and signatures of those of its officers, managing member or general partner or equivalent authorized to act with respect to each Loan Document to be executed and delivered by such Person; and (C) true and complete copies of each Organic Document of such Person; which certificates shall be in form and substance reasonably satisfactory to the Agent.

Appears in 2 contracts

Samples: Credit Agreement (Oyster Point Pharma, Inc.), Credit Agreement (Oyster Point Pharma, Inc.)

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Secretary’s Certificate, Etc. The Administrative Agent shall have received from each Obligor party to a Loan Document on the Closing Date: (i) a copy of a good standing certificate or the equivalent thereof, dated within ten (10) days prior a date reasonably close to the Closing Date, for each such Person; Person and (ii) a certificate, dated as of the Closing Date, duly executed and delivered by such Person’s secretary or assistant secretary, managing member, general partner or equivalent, as to: (A) resolutions of each such Person’s Board then in full force and effect authorizing the execution, delivery and performance of each Loan Document and the Transactions, to be executed and delivered by such Person; (B) the incumbency and signatures of those of its officers, managing member or general partner or equivalent authorized to act with respect to each Loan Document to be executed and delivered by such Person; and (C) true and complete copies of each Organic Document of such Person; which certificates shall be in form Person and substance reasonably satisfactory to the Agent.copies thereof;

Appears in 2 contracts

Samples: Credit Agreement and Guaranty (Pear Therapeutics, Inc.), Credit Agreement and Guaranty (Pear Therapeutics, Inc.)

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Secretary’s Certificate, Etc. The Administrative Agent shall have received from each Obligor party to a Loan Document on the Closing Effective Date: (i) a copy of a good standing certificate or the equivalent thereof, dated within ten (10) days prior a date reasonably close to the Closing Effective Date, for each such Person; Person and (ii) a certificate, dated as of the Closing Effective Date, duly executed and delivered by such Person’s secretary or assistant secretary, managing member, general partner or equivalent, as to: (A) resolutions of each such Person’s Board then in full force and effect authorizing the execution, delivery and performance of each Loan Document and the Transactions, to be executed and delivered by such Person; (B) the incumbency and signatures of those of its officers, managing member or general partner or equivalent authorized to act with respect to each Loan Document to be executed and delivered by such Person; and (C) true and complete copies of each Organic Document of such Person; which certificates shall be in form Person and substance reasonably satisfactory to the Agent.copies thereof;

Appears in 2 contracts

Samples: Credit Agreement and Guaranty (Pear Therapeutics, Inc.), Credit Agreement and Guaranty (Pear Therapeutics, Inc.)

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