Common use of Secretary’s Certificates; Resolutions; Incumbency Clause in Contracts

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;

Appears in 3 contracts

Samples: Credit Agreement (Life Time Fitness Inc), Credit Agreement (Esquire Communications LTD), Credit Agreement (Esquire Communications LTD)

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Secretary’s Certificates; Resolutions; Incumbency. A certificate of the Secretary or Assistant Secretary of the Borrower, Borrower and each Subsidiary of the Borrower which is a party to any Loan DocumentsDocument, 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 copies of the resolutions of the board of directors or other governing body of the Borrower and each such Subsidiary approving and authorizing the execution, delivery and performance performance, as applicable, by the Borrower or such Subsidiary of this Agreement and the other Loan Documents to be executed or delivered by it hereunder;

Appears in 2 contracts

Samples: Credit Agreement (WII Components, Inc.), Credit Agreement (PrimeWood, Inc.)

Secretary’s Certificates; Resolutions; Incumbency. A certificate of the Secretary or Assistant Secretary (or other authorized officer reasonably acceptable to the Agent) of Holdings, the Borrower, and each Subsidiary of the Borrower which is a party to any Loan DocumentsDocument, certifying: (i) the names and true signatures of the officers of Holdings, 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 copies of the resolutions of the board of directors or other governing body of Holdings, the Borrower and each such Subsidiary approving and authorizing the execution, delivery and performance performance, as applicable, by Holdings, the Borrower or such Subsidiary of this Agreement and the other Loan Documents to be executed or delivered by it hereunder;

Appears in 2 contracts

Samples: Credit Agreement (Panther Expedited Services, Inc.), Credit Agreement (Panther Expedited Services, Inc.)

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;

Appears in 1 contract

Samples: Credit Agreement (Shade Acquisition Inc)

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Secretary’s Certificates; Resolutions; Incumbency. A certificate of the Secretary or Assistant Secretary of the Borrower, 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;

Appears in 1 contract

Samples: Credit Agreement (Packaged Ice Inc)

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