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

Secretary’s Certificate; Further Documentation. On or prior to the date of the first Placement Notice, the Company shall deliver to the Agent a certificate of the Secretary of the Company and attested to by an executive officer of the Company, dated as of such date, certifying as to (i) the Restated Certificate of Incorporation of the Company, (ii) the Amended and Restated By-laws of the Company, (iii) the resolutions of the Board of Directors of the Company authorizing the execution, delivery and performance of this Agreement and the issuance of the Placement Shares and (iv) the incumbency of the officers duly authorized to execute this Agreement and the other documents contemplated by this Agreement. On or prior to each Representation Date with respect to which the Company is obligated to deliver a certificate pursuant to Section 7(l), the Company shall have furnished to the Agent such further information, certificates and documents as the Agent may reasonably request.

Appears in 2 contracts

Samples: Lyra Therapeutics, Inc., Lyra Therapeutics, Inc.

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Secretary’s Certificate; Further Documentation. On or prior to the date of the first Placement Notice, the Company shall deliver to the Agent Agents a certificate of the Secretary of the Company and attested to by an executive officer of the Company, dated as of such date, certifying as to (i) the Restated Certificate Articles of Incorporation Association of the Company, (ii) the Amended and Restated By-laws of the Company, (iii) the resolutions of the Board of Directors of the Company authorizing the execution, delivery and performance of this Agreement and the issuance of the Placement Shares ADSs and (iv) the incumbency of the officers duly authorized to execute this Agreement and the other documents contemplated by this Agreement. On or prior to Within five (5) Trading Days of each Representation Date with respect to which the Company is obligated to deliver a certificate pursuant to Section 7(l)) hereof, the Company shall have furnished to the Agent Agents such further information, certificates and documents as the Agent Agents may reasonably request.

Appears in 1 contract

Samples: Genenta Science S.p.A.

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Secretary’s Certificate; Further Documentation. On or prior Prior to the date of the first Placement Notice, the Company shall deliver to the Agent a certificate of the Secretary of the Company and attested to by an executive officer of the Company, dated as of such date, certifying as to (i) the Restated Certificate of Incorporation of the Company, (ii) the Amended and Restated By-laws of the Company, (iii) the resolutions of the Board of Directors of the Company (or a committee thereof) authorizing the execution, delivery and performance of this Agreement and the issuance of the Placement Shares and Shares, (iv) the incumbency of the officers duly authorized to execute this Agreement and the other documents contemplated by this AgreementAgreement and (v) any other certification that the Agent shall reasonably request. On or prior to Within five (5) Trading Days of each Representation Date with respect to which the Company is obligated to deliver a certificate pursuant to Section 7(l)Date, the Company shall have furnished to the Agent such further information, certificates and documents documents, customary in transactions of this nature, as the Agent may reasonably request.

Appears in 1 contract

Samples: Sales Agreement (CareDx, Inc.)

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