Secretary’s Certificates; Resolutions; Incumbency. A certificate of the Secretary or Assistant Secretary of the Borrower, and each Subsidiary of the Borrower which is a party to any Loan Documents, certifying:
(i) the names and true signatures of the officers of the Borrower and each such Subsidiary authorized to execute, deliver and perform, as applicable, this Agreement, and all other Loan Documents to be delivered hereunder; and
(ii) Copies of the resolutions of the board of directors of the Borrower and each such Subsidiary approving and authorizing the execution, delivery and performance by the Borrower or such Subsidiary of this Agreement and the other Loan Documents to be executed or delivered by it hereunder;
Secretary’s Certificates; Resolutions; Incumbency. A certificate of the Secretary or Assistant Secretary of Borrower certifying:
(i) the names and true signatures of the officers of Borrower authorized to execute, deliver and perform, as applicable, this Agreement, and all other Loan Documents to be executed, delivered and performed, as applicable, hereunder; and
(ii) copies of the resolutions of the board of directors of Borrower approving and authorizing the execution, delivery and performance, as applicable, by Borrower of this Agreement and the other Loan Documents to be executed or delivered by it hereunder;
Secretary’s Certificates; Resolutions; Incumbency. The Company shall have delivered to the Agent, for the Company and for each Guarantor, a certificate of the Secretary or Assistant Secretary of the Company or such Guarantor certifying:
(i) the names, offices and true signatures of the officers of the Company or such Guarantor authorized to execute, deliver and perform, as applicable, this Amendment and/or any other instruments, documents or agreements to be entered into by the Company or such Guarantor in connection herewith; and
(ii) true and correct copies of resolutions of the board of directors of the Company or such Guarantor approving and authorizing the execution, delivery and performance by the Company or such Guarantor of this Amendment and/or any other instruments, documents or agreements to be entered into by the Company or such Guarantor in connection herewith.
Secretary’s Certificates; Resolutions; Incumbency of the Secretary or Assistant Secretary of the Borrower and each Subsidiary of the Borrower which is a party to any Loan Documents, certifying:
Secretary’s Certificates; Resolutions; Incumbency. The Borrower shall have delivered to Antares, BNPP and Chase a certificate of the Secretary or Assistant Secretary of the Borrower certifying:
(i) the names, offices and true signatures of the officers of the Borrower authorized to execute, deliver and perform, as applicable, this First Amendment and the Term Notes to be delivered to BNPP and Antares pursuant hereto and any other instrument, document or agreement to be executed or delivered by the Borrower hereunder; and
(ii) copies of resolutions of the board of directors of the Borrower approving and authorizing the execution, delivery and performance by the Borrower of this First Amendment and the Term Notes to be delivered to BNPP and Antares pursuant hereto, and of each other instrument, document or agreement to be executed or delivered by the Borrower hereunder;
Secretary’s Certificates; Resolutions; Incumbency. A certificate of the Secretary or Assistant Secretary of Holdings, the Borrower and each Subsidiary of the Borrower which is a party to any Loan Document, certifying:
(i) the names and true signatures of the officers of Holdings, the Borrower and each such Subsidiary of the Borrower authorized to execute, deliver and perform, as applicable, this Agreement, and all other Loan Documents to be executed, delivered and performed, as applicable, hereunder; and
(ii) copies of the resolutions of the board of directors or other governing body of Holdings, the Borrower and each such Subsidiary of Borrower approving and authorizing the execution, delivery and performance, as applicable, by Holdings, the Borrower or each such Subsidiary of Borrower of this Agreement and the other Loan Documents to be executed or delivered by it hereunder;
Secretary’s Certificates; Resolutions; Incumbency. A certificate of the Secretary or Assistant Secretary of each Obligor certifying:
(i) the certificate of incorporation and all amendments thereto, with a copy thereof attached to such certificate;
(ii) the by-laws and all amendments thereto, with a copy thereof attached to such certificate;
(iii) the names and true signatures of the officers authorized to execute, deliver and perform, as applicable, the Agreement and all other Financing Agreements to be delivered under the Agreement; and
(iv) a copy of the unanimous written consent of the board of directors of such Obligor (or of any other appropriate governing body of such Obligor) approving and authorizing the execution, delivery and performance by such Obligor of the Agreement and the other Financing Agreements to be executed or delivered by it hereunder;
Secretary’s Certificates; Resolutions; Incumbency. The Company shall have delivered to the Agent, for the Company and for each Guarantor, a certificate of the Secretary or Assistant Secretary of the Company or such Guarantor certifying:
(i) the names, offices and true signatures of the officers of the Company or such Guarantor authorized to execute, deliver and perform, as applicable, this Third Amendment and/or any other instruments, documents or agreements to be entered into by the Company or such Guarantor in connection herewith; and
(ii) true and correct copies of the certificate of incorporation and the by-laws of the Company or such Guarantor, in each case as amended and then in effect, or a statement that the certificate of incorporation and/or by-laws of the Company or such Guarantor have not been amended or modified since the most recent date of delivery of true, correct and complete copies thereof to the Agent and such copies remain true, correct and complete; and
(iii) true and correct copies of resolutions of the board of directors of the Company or such Guarantor approving and authorizing the execution, delivery and performance by the Company or such Guarantor of this Third Amendment and/or any other instruments, documents or agreements to be entered into by the Company or such Guarantor in connection herewith.
Secretary’s Certificates; Resolutions; Incumbency. A duly executed certificate of the Secretary or Assistant Secretary of each Loan Party which is a party to any Loan Document, certifying:
(i) the names and true signatures of the officers of such Loan Party authorized to execute and deliver this Agreement, and all other Loan Documents to be delivered hereunder; and
(ii) copies of the resolutions of the board of directors or other governing body of such Loan Party approving and authorizing the execution, delivery and performance, as applicable, by such Loan Party of this Agreement and the other Loan Documents to be executed or delivered by it hereunder;
Secretary’s Certificates; Resolutions; Incumbency. The Company shall have delivered to Bank a certificate of the Secretary or Assistant Secretary of the Company certifying:
(i) the names, offices and true signatures of the officers of the Company authorized to execute, deliver and perform, as applicable, this Amendment; and
(ii) true and correct copies of resolutions of the board of directors of the Company approving and authorizing the execution, delivery and performance by the Company of this Amendment, and the Repurchase Agreement;
