Secretary's Note Sample Clauses

Secretary's Note. On this date, the Shipowner has duly executed and delivered and the Secretary has accepted the Secretary's Note payable in an amount equal to the principal amount of the Obligations.
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Secretary's Note. 16 SECTION 3.02. Termination of the Guarantees...............................16 SECTION 3.03. Execution of Additional Secretary's Note....................17
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Secretary's Note. 1/ Number increased to five, with the addition of Anguilla on May 4, 1982, for the purpose of Articles 26 and 32. CHAPTER II
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Secretary's Note. This Addendum is not part of the Agreement but is included for convenience. PROTOCOL to Provide for Procedure for Amendment of Article 36 of the Agreement establishing the Caribbean Development Bank at the Inaugural Meeting of the Board of Governors. The States and Territories parties to the Agreement establishing the Caribbean Development Bank (hereinafter referred to as “the Agreement”) hereby agree that notwithstanding the provisions of article 58 of the Agreement, paragraph 1 of Article 36 of the Agreement may be amended at the Inaugural Meeting of the Board of Governors of the Caribbean Development Bank by a Resolution (on a motion which shall not be subject to amendment and moved by the Governor for Jamaica) approved by the vote of a simple majority of the governors present and voting thereon representing more than one-half of the voting powers of the governors present and voting thereon.1/
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Secretary's Note. 1/ Paragraph 1 of Article 36 of the Agreement was not amended.
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Secretary's Note. The Contents are not part of the Agreement but are included for convenience Page CHAPTER III OPERATIONS (Cont’d) Limitations of Operations 15 Operating Principles 16 Terms and Conditions for Direct Loans and Guarantees 19 Commission and Fees 19 Special Reserve 20 Methods of Meeting Liabilities of the Bank 20 CHAPTER IV BORROWINGS AND OTHER MISCELLANEOUS POWERS General Powers 23 Notice to be Placed on Securities 25 CHAPTER V CURRENCIES Valuation of Currencies and Determination of Convertibility 27 Use of Currencies 27 Maintenance of Value of the Currency Holdings of the Bank 28 CHAPTER VI ORGANIZATION AND MANAGEMENT Structure 31 Board of Governors: Composition 31 Board of Governors: Powers 32 Board of Governors: Procedure 33 Board of Directors: Composition 34 Board of Directors: Powers 35 Board of Directors: Procedure 36 Voting 36 The President 37 The Vice-Presidents 38 International Character of the Bank: Prohibition of Political Activity 38 Office of the Bank 39 Page CHAPTER VI ORGANIZATION AND MANAGEMENT (Cont’d) Channel of Communications, Depositories 39 Official Language and Reports 40 Allocation of Net Income 40 CHAPTER VII WITHDRAWAL AND SUSPENSION OF MEMBERS: TEMPORARY SUSPENSION AND TERMINATION OF OPERATIONS OF THE BANK Withdrawal 43 Suspension of Membership 43 Settlement of Accounts 44 Temporary Suspension of Operations 46 Termination of Operations 46 Liability of Members and Payment of Claims 47 Distribution of Assets 47 CHAPTER VIII STATUS, IMMUNITIES, EXEMPTIONS AND PRIVILEGES Purpose of Charter 49 Legal Status 49 Legal Process 49 Immunity of Assets 50 Immunity of Archives 51 Freedom of Assets from Restrictions 51 Privilege for Communications 51 Immunities and Privileges of Bank Personnel 51 Exemption from Taxation 52 Implementation 53 Waiver of Immunities, Exemptions and Privileges 54 Page CHAPTER IX AMENDMENTS, INTERPRETATION, ARBITRATION Amendments 55 Interpretation and Application 56 Arbitration 56 Approval Deemed Given 57 CHAPTER X FINAL PROVISIONS Signature and Deposit 59 Ratification, Acceptance, Accession and Acquisition of Membership 59 Entry into Force 61 Inaugural Meeting 61 SIGNATORIES TO THE AGREEMENT 62 ANNEXES AND ADDENDA A - Initial Subscriptions to the Authorized Capital Stock of the Bank - Addendum to Annex A - Authorized Capital Stock of the Bank B - Selection of Directors - Addendum to Annex B - Rules of Procedure for the Selection of Directors PROTOCOL
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Secretary's Note. 16 SECTION 3.02.
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Related to Secretary's Note

  • Secretary’s Certificate At each of the Closing Date and the Option Closing Date, if any, the Representative shall have received a certificate of the Company signed by the Secretary of the Company, dated the Closing Date or the Option Date, as the case may be, respectively, certifying: (i) that each of the Charter and Bylaws is true and complete, has not been modified and is in full force and effect; (ii) that the resolutions of the Company’s Board of Directors relating to the Offering are in full force and effect and have not been modified; (iii) as to the accuracy and completeness of all correspondence between the Company or its counsel and the Commission; and (iv) as to the incumbency of the officers of the Company. The documents referred to in such certificate shall be attached to such certificate.

  • Secretary’s Certificates The Administrative Agent shall have received a certificate of each Loan Party, dated the Closing Date, substantially in the form of Exhibit D, with appropriate insertions and attachments, satisfactory in form and substance to the Administrative Agent, executed by a Responsible Officer and the Secretary or any Assistant Secretary of such Loan Party.

  • Secretary’s Certificate of the Company The Company shall have delivered to such Purchaser a certificate, dated the Closing Date, certifying as to the resolutions attached thereto and other corporate proceedings relating to the authorization, execution and delivery of the Notes and this Agreement.

  • Secretary’s Certificate, Etc The Administrative Agent shall have received from each Obligor (i) a copy of a good standing certificate, dated a date reasonably close 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:

  • Assistant Secretary The Assistant Secretary, or if there be more than one, the Assistant Secretaries in the order determined by the Trustees (or if there be no determination, then in the order of their election), shall, in the absence of the Secretary or in the event of his inability or refusal to act, perform the duties and exercise the powers of the Secretary and shall perform such other duties and have such other powers as the Board of Trustees may from time to time prescribe.

  • Secretary’s Certificate; Further Documentation 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 Certificate of Incorporation of the Company, (ii) the 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. Within five (5) Trading Days of each Representation Date, the Company shall have furnished to the Agent such further information, certificates and documents as the Agent may reasonably request.

  • Secretary; Assistant Secretary The Secretary shall record all proceedings of the Shareholders and the Trustees in books to be kept therefor, which books or a copy thereof shall be kept at the principal office of the Trust. In the absence of the Secretary from any meeting of the Shareholders or Trustees, an Assistant Secretary, or if there be none or if he or she is absent, a temporary secretary chosen at such meeting shall record the proceedings thereof in the aforesaid books. Any Assistant Secretary shall have such duties and powers as may be designated from time to time by the Trustees or the President.

  • Secretary Certificate The Company shall have delivered to the Purchaser a certificate executed by the Company’s secretary certifying as to the validity and effectiveness of, and attaching, (A) copies of the Company’s Organizational Documents as in effect as of the Closing Date (immediately prior to the Effective Time), (B) the requisite resolutions of the Company’s board of directors authorizing and approving the execution, delivery and performance of this Agreement and each Ancillary Document to which the Company is or is required to be a party or bound, and the consummation of the Merger and the other transactions contemplated hereby and thereby, and the adoption of the Surviving Corporation Organizational Documents, and recommending the approval and adoption of the same by the Company Stockholders at a duly called meeting of stockholders, (C) evidence that the Required Company Stockholder Approval has been obtained and (D) the incumbency of officers of the Company authorized to execute this Agreement or any Ancillary Document to which the Company is or is required to be a party or otherwise bound.

  • Secretary and Assistant Secretary The Secretary shall be responsible for filing legal documents and maintaining records for the Company. The Secretary shall attend all meetings of the Board and record all the proceedings of the meetings of the Company and of the Board in a book to be kept for that purpose and shall perform like duties for the standing committees when required. The Secretary shall give, or shall cause to be given, notice of all meetings of the Member, if any, and special meetings of the Board, and shall perform such other duties as may be prescribed by the Board or the President, under whose supervision the Secretary shall serve. The Assistant Secretary, or if there be more than one, the Assistant Secretaries in the order determined by the Board (or if there be no such determination, then in order of their election), shall, in the absence of the Secretary or in the event of the Secretary’s inability to act, perform the duties and exercise the powers of the Secretary and shall perform such other duties and have such other powers as the Board may from time to time prescribe.

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