DOES HEREBY CERTIFY definition
DOES HEREBY CERTIFY. That the name and state of incorporation of each of the constituent corporations of the merger is as follows: NAME State of Incorporation ---- ---------------------- PALESTRA ACQUISITION Delaware CORP. CHEMICAL ▇▇▇▇▇▇ Pennsylvania CORPORATION SECOND: That an Agreement and Plan of Merger between the parties to the merger has been approved, adopted, certified, executed and acknowledged by each of the constituent corporations in accordance with the requirements of Section 252 of the General Corporation Law of Delaware.
DOES HEREBY CERTIFY. That the Restated Certificate of Incorporation of the Corporation was filed in the office of the Secretary of State of Delaware on January 11, 1990, and a Certificate of Designation, Preferences and Rights of Series A Junior Participating Preferred Stock, was filed in said office of the Secretary of State on March 3, 1997; That the Board of Directors of the Corporation at a meeting held on January 13, 1999, duly adopted a resolution authorizing and directing an increase in the authorized number of shares of Series A Junior Participating Preferred Stock of the Corporation, from 2,000,000 shares to 3,000,000 shares, all in accordance with the provisions of Section 151 of the General Corporation Law of the State of Delaware.
DOES HEREBY CERTIFY. That pursuant to authority conferred upon the Board of Directors of the Corporation (the "Board") by the Certificate of Incorporation of the Corporation, the Board, by a Unanimous Written Consent dated June ___, 2005, adopted the following resolution authorizing the creation and issuance of a series of 1,000 shares of Series A Preferred Stock, $.0001 par value per share (the "Series A Preferred Stock" or the "Series"), which resolution is as follows: RESOLVED, that pursuant to authority expressly granted to and vested in the Board of Directors by the Certificate of Incorporation, as amended, of the Corporation, the Board hereby creates a series of 1,000 shares of Series A Convertible Preferred Stock, $.0001 par value per share, of the Corporation and authorizes the issuance thereof, and hereby fixes the designation thereof, and the voting powers, preferences and relative, participating, optional and other special limitations or restrictions thereon (in addition to the designations, preferences and relative, participating and other special rights, and the qualifications, limitations or restrictions thereof, set forth in the Certificate of Incorporation, as amended, of the Corporation, which are applicable to the preferred stock of all series) as follows:
Examples of DOES HEREBY CERTIFY in a sentence
THE UNDERSIGNED DOES HEREBY CERTIFY THAT NO REPRESENTATIVE OR AGENT OF ▇▇▇▇▇▇ HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT LAURUS WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THIS WAIVER OF RIGHT TO JURY TRIAL PROVISION.
I have hereunto set forth my hand this ____ day of __________, 199__ Name:___________________________ The undersigned being the _____________________ of the Corporation, DOES HEREBY CERTIFY THAT _________________________ is duly elected, qualified and acting Secretary of the Corporation and that the signature set forth above is his/her true and genuine signature.
THE UNDERSIGNED DOES HEREBY CERTIFY THAT NO REPRESENTATIVE OR AGENT OF ▇▇▇▇▇▇ HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT LENDER WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THIS WAIVER OF RIGHT TO JURY TRIAL PROVISION.
THE UNDERSIGNED DOES HEREBY CERTIFY THAT NO REPRESENTATIVE OR AGENT OF L▇▇▇▇▇ HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT LAURUS WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THIS WAIVER OF RIGHT TO JURY TRIAL PROVISION.
THE UNDERSIGNED DOES HEREBY CERTIFY THAT NO REPRESENTATIVE OR AGENT OF AGENT OR ANY LENDER HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT AGENT OR ANY LENDER WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THIS WAIVER OF RIGHT TO JURY TRIAL PROVISION.
More Definitions of DOES HEREBY CERTIFY
DOES HEREBY CERTIFY. That the original name of the Corporation was PlanetOut Partners, Inc. The original Certificate of Incorporation, the Amended and Restated Certificate of Incorporation, the Second Amended and Restated Certificate of Incorporation, the Third Amended and Restated Certificate of Incorporation, the Fourth Amended and Restated Certificate of Incorporation, the Fifth Amended and Restated Certificate of Incorporation and the Sixth Amended and Restated Certificate of Incorporation of the Corporation, as amended by the Certificate of Amendment, were filed with the Secretary of State of the State of Delaware on December 7, 2000, April 16, 2001, May 1, 2001, June 29, 2001, February 26, 2002, April 22, 2002, August 18, 2003 and April 27, 2004, respectively.
DOES HEREBY CERTIFY. FIRST: The name of the Corporation is SunSource Inc. SECOND: The Amended and Restated Certificate of Incorporation of the Corporation in the form attached hereto as Exhibit A has been duly adopted in accordance with the provisions of Sections 242 and 245 of the General Corporation Law of the State of Delaware by the directors and stockholders of the Corporation.
DOES HEREBY CERTIFY. FIRST: That by unanimous written consent of the Board of Directors of the Corporation, filed with the minute book of the Corporation, resolutions were duly adopted setting forth and approving the proposed amendment and restatement of the Certificate of Incorporation of the Corporation in the form attached hereto as EXHIBIT A and declaring said amendment and restatement to be advisable and in the best interests of the Corporation.
DOES HEREBY CERTIFY. That the Board of Directors of the Corporation, at a meeting duly held, adopted resolutions proposing and declaring advisable the following amendments to the Certificate of Incorporation of the Corporation, and submitted such amendments to the stockholders of the Corporation for consideration thereof: RESOLVED that a new ARTICLE TWELFTH be added to the Certificate of Incorporation of the Corporation to read, in its entirety, as follows:
DOES HEREBY CERTIFY. FIRST: That the Board of Directors of the Corporation, at a meeting held on July 3, 1997, duly adopted resolutions proposing and declaring advisable amendments to the Restated Certificate of Incorporation of the Corporation and directing that such amendments be submitted to the stockholders of the Corporation for their consideration and approval. The resolutions setting forth the proposed amendments are as follows: RESOLVED, that it is advisable and in the best interests of the Corporation to amend clause (A) of Section 4(b)(i) of each of Subdivisions A-1 and A-2 of Section 2 of Article FOURTH of the Restated Certificate of Incorporation of the Corporation (the "Restated Certificate") to read in its entirety as follows:
DOES HEREBY CERTIFY. That (a) pursuant to the authority conferred upon the Board of Directors by the Articles of Incorporation of the Company, the Board of Directors on _____________________, 1997 adopted the resolution set forth below creating a series of Preferred Stock, par value $.001 per share, designated as Series A Preferred Stock, (b) shareholder action approving the creation of the Series A Preferred Stock was not required, and (c) no shares of Series A Preferred Stock have been issued:
DOES HEREBY CERTIFY. The name and state of incorporation of each of the constituent corporations to the merger (the "Merger") are as follows: Name State ---- ----- Angler Acquisition Corp. Delaware Coelacanth Corporation Delaware SECOND: That an Agreement and Plan of Merger (the "Merger Agreement"), dated as of June ___, 2001, between Lexicon Genetics Incorporated, a Delaware corporation, Angler Acquisition Corp., a Delaware corporation, and Coelacanth Corporation, a Delaware corporation, has been approved, adopted, certified, executed and acknowledged by each of the constituent corporations in accordance with the requirements of Section 252 of the DGCL.