Common use of Secretary’s Certificate; Further Documentation Clause in Contracts

Secretary’s Certificate; Further Documentation. Prior to the date of the first Placement Notice, the Trust and Manager shall deliver to the Agent a certificate of an officer of the Manager, on behalf of the Trust, and attested to by an executive officer of the Manager, dated as of such date, certifying as to (i) the constituent and governing documents of the Trust and Manager, (ii) the resolutions of the Trust and Manager authorizing the execution, delivery and performance of this Agreement and the issuance of the Placement Units and (iii) the incumbency of the officers duly authorized to execute this Agreement and the other documents contemplated by this Agreement. Within five (5) Trading Days of each Representation Date, the Manager, on behalf of the Trust, shall have furnished to the Agent such further information, certificates and documents as the Agent may reasonably request.

Secretary’s Certificate; Further Documentation. Prior to the date of the first Placement Notice, the Trust and Manager shall deliver to the Agent Agents a certificate of an officer of the Manager, on behalf of the Trust, and attested to by an executive officer of the Manager, dated as of such date, certifying as to (i) the constituent and governing documents of the Trust and Manager, (ii) the resolutions of the Trust and Manager authorizing the execution, delivery and performance of this Agreement and the issuance of the Placement Units and (iii) the incumbency of the officers duly authorized to execute this Agreement and the other documents contemplated by this Agreement. Within five (5) Trading Days of each Representation Date, the Manager, on behalf of the Trust, shall have furnished to the Agent Agents such further information, certificates and documents as the Agent Agents may reasonably request.

Secretary’s Certificate; Further Documentation. Prior to the date of the first Placement Notice, the Trust and Manager Company shall deliver to the Agent Agents a certificate of an officer the Secretary of the Manager, on behalf of the Trust, Company and attested to by an executive officer of the ManagerCompany, dated as of such date, certifying as to (i) the constituent and governing documents Memorandum of the Trust and ManagerCompany, (ii) the Articles of the Company, (iii) the resolutions of the Trust and Manager Board of Directors of the Company authorizing the execution, delivery and performance of this Agreement and the issuance of the Placement Units Shares and (iiiiv) the incumbency of the officers duly authorized to execute this Agreement and the other documents contemplated by this Agreement. Within five (5) Trading Days of each Representation Date, the Manager, on behalf of the Trust, Company shall have furnished to the Agent Agents such further information, certificates and documents as the any Agent may reasonably request.

Secretary’s Certificate; Further Documentation. Prior to the date of the first Placement Notice, the Trust and Manager Company shall deliver to the Agent a certificate of an officer the Secretary of the Manager, on behalf of the Trust, Company and attested to by an executive officer of the ManagerCompany, dated as of such date, certifying as to (i) the constituent Articles and governing documents Memorandum of Association of the Trust and ManagerCompany, (ii) the resolutions of the Trust and Manager board of directors of the Company authorizing the execution, delivery and performance of this Agreement and the issuance of the Placement Units Shares and (iii) the incumbency of the officers duly authorized to execute this Agreement and the other documents contemplated by this Agreement. Within five (5) Trading Days of each Representation Date, the Manager, on behalf of the Trust, Company shall have furnished to the Agent such further information, certificates and documents as the Agent may reasonably request.

Secretary’s Certificate; Further Documentation. Prior On or prior to the date of the first Placement Notice, the Trust and Manager shall deliver to the Agent Agents a certificate of an officer of the Manager, on behalf of the Trust, and attested to by an executive officer of the Manager, dated as of such date, certifying as to (i) the constituent and governing documents of the Trust and Manager, (ii) the resolutions of the Trust and Manager authorizing the execution, delivery and performance of this Agreement and the issuance of the Placement Units Units, and (iii) the incumbency of the officers duly authorized to execute this Agreement and the other documents contemplated by this Agreement. Within five (5) Trading Days of each Representation Date, the Manager, on behalf of the Trust, shall have furnished to the Agent Agents such further information, certificates and documents as the Agent Agents may reasonably request.

Secretary’s Certificate; Further Documentation. Prior to the date of the first Placement Notice, the Trust and Manager Company shall deliver to the Agent a certificate of an officer the Secretary of the Manager, on behalf of the Trust, Company and attested to by an executive officer of the ManagerCompany, dated as of such date, certifying as to (i) the constituent and governing documents charter of the Trust and ManagerCompany, (ii) the bylaws of the Company, (iii) the resolutions of the Trust and Manager Board of Directors of the Company authorizing the execution, delivery and performance of this Agreement and the issuance of the Placement Units Shares and (iiiiv) the incumbency of the officers duly authorized to execute this Agreement and the other documents contemplated by this Agreement. Within five (5) Trading Days of each Representation Date, the Manager, on behalf of the Trust, Company shall have furnished to the Agent such further information, certificates and documents as the Agent may reasonably request.

Secretary’s Certificate; Further Documentation. Prior to the date of the first Placement Notice, the Trust and Manager Company shall deliver to the Agent a certificate of an officer the Secretary of the Manager, on behalf of the Trust, Company and attested to by an executive officer of the ManagerCompany, dated as of such date, certifying as to (i) the constituent and governing documents Certificate of the Trust and ManagerIncorporation, (ii) by-laws, (iii) the resolutions of the Trust and Manager Board of Directors of the Company authorizing the execution, delivery and performance of this Agreement and the issuance of the Placement Units Shares and (iiiiv) the incumbency of the officers duly authorized to execute this Agreement and the other documents contemplated by this Agreement. Within five (5) Trading Days of each Representation Date, the Manager, on behalf of the Trust, Company shall have furnished to the Agent such further information, certificates and documents as the Agent may reasonably request.

Secretary’s Certificate; Further Documentation. Prior to the date of the first Placement Notice, the Trust and Manager Company shall deliver to the Agent a certificate of an officer of the Manager, on behalf of the Trust, and attested to by an executive officer of the ManagerCompany, dated as of such date, certifying as to (i) the constituent and governing documents Articles of Incorporation of the Trust and ManagerCompany, (ii) the Bylaws of the Company, (iii) the resolutions of the Trust and Manager Board of Directors of the Company authorizing the execution, delivery and performance of this Agreement and the issuance of the Placement Units Shares and (iiiiv) the incumbency of the officers duly authorized to execute this Agreement and the other documents contemplated by this Agreement. Within five (5) Trading Days of each Representation Date, the Manager, on behalf of the Trust, Company shall have furnished to the Agent such further information, certificates and documents as the Agent may reasonably request.

Secretary’s Certificate; Further Documentation. Prior On or prior to the date of the first Placement Notice, the Trust and Manager Company shall deliver to the Agent a certificate of an officer the Secretary of the Manager, on behalf of the Trust, Company and attested to by an executive officer of the ManagerCompany, dated as of such date, certifying as to (i) the constituent Amended and governing documents Restated Memorandum and Articles of Association of the Trust and ManagerCompany, (ii) the resolutions of the Trust and Manager Board of Directors of the Company authorizing the execution, delivery and performance of this Agreement and the issuance of the Placement Units Shares and (iii) the incumbency of the officers duly authorized to execute this Agreement and the other documents contemplated by this Agreement. Within five (5) Trading Days of each Representation Date, the Manager, on behalf of the Trust, Company shall have furnished to the Agent such further information, certificates and documents as the Agent may reasonably request.

Secretary’s Certificate; Further Documentation. Prior On or prior to the date of the first Placement Notice, the Trust and Manager shall deliver to the Agent a certificate of an officer of the Manager, on behalf of the Trust, and attested to by an executive officer of the Manager, dated as of such date, certifying as to (i) the constituent and governing documents of the Trust and Manager, (ii) the resolutions of the Trust and Manager authorizing the execution, delivery and performance of this Agreement and the issuance of the Placement Units and (iii) the incumbency of the officers duly authorized to execute this Agreement and the other documents contemplated by this Agreement. Within five (5) Trading Days of each Representation Date, the Manager, on behalf of the Trust, shall have furnished to the Agent such further information, certificates and documents as the Agent may reasonably request.

Secretary’s Certificate; Further Documentation. Prior to the date of the first Placement Notice, the Trust and Manager Company shall deliver to the Agent Agents a certificate of an officer the Secretary of the Manager, on behalf of the Trust, Company and attested to by an executive officer of the ManagerCompany, dated as of such date, certifying as to (i) the constituent and governing documents charter of the Trust and ManagerCompany, (ii) the bylaws of the Company, (iii) the resolutions of the Trust and Manager Board of Directors of the Company authorizing the execution, delivery and performance of this Agreement and the issuance of the Placement Units Shares and (iiiiv) the incumbency of the officers duly authorized to execute this Agreement and the other documents contemplated by this Agreement. Within five (5) Trading Days of each Representation Date, the Manager, on behalf of the Trust, Company shall have furnished to the Agent Agents such further information, certificates and documents as the Agent Agents may reasonably request.