FURTHER RESOLVED. That the Lease shall be in form and substance satisfactory to Landlord and in form and substance approved by the officer of this Corporation executing the same, his approval of each such instrument to be conclusively evidenced by his execution thereof.
FURTHER RESOLVED. That the one or more Depository Agreements, as defined in the Loan Agreement be, and each of them hereby is, approved and adopted; and that the Officers be, and each of them acting singly hereby is, authorized in the name and on behalf of the Company to execute and deliver the Depository Agreements, and to execute and deliver any and all other documents and instruments contemplated therein, with such changes as the Officer or Officers executing the same may, in his or their discretion deem appropriate, the execution and delivery thereof to be conclusive evidence of such determination and of the due authorization and approval of the Board of Directors of each of the Companies.
FURTHER RESOLVED. That whenever there shall be annexed to any instrument of assignment and transfer, executed pursuant to and in accordance with the forego- ing resolution, a certificate of the Secretary or an Assistant Secretary of this Corporation in office at the date of such certificate, and such certificate shall set forth these resolutions and shall state that these resolutions are in full force and effect and shall also set forth the names of the persons who are then officers of this Corporation, than all persons to whom such instrument with the annexed certificate shall thereafter come, shall be entitled, without fur- ther inquiry or investigation and regardless of the date of such certificate, to assume and to act in reliance upon the assumption that the shares of stock or other securities named in such instrument were theretofore duly and properly transferred, endorsed, sold, assigned, set over and delivered by this Corpora- tion, and that whith respect to such securities the authority of these resolu- tions and of such officers is still in full force and effect.
Examples of FURTHER RESOLVED in a sentence
BE IT FURTHER RESOLVED that the Board of Education authorizes Mohammad Z.
BE IT FURTHER RESOLVED: that the East Orange Board of Education, upon the direction of the Superintendent of Schools, directs administration to obtain a purchase order and have it provided to the vendor/consultant prior to receiving any goods or services from said vendor/consultant.
BE IT FURTHER RESOLVED that the Board of Education authorizes Debra Love, Director, Purchasing Department, to sign all related documents.
BE IT FURTHER RESOLVED that the Board of Education authorizes Debra Love, Director, Purchasing, to sign all related documents.
BE IT FURTHER RESOLVED that the Clerk be authorized and directed to advertise said Ordinance with the Notice of Introduction thereof being published in the official newspaper according to law.
More Definitions of FURTHER RESOLVED
FURTHER RESOLVED. That this consent be filed with the records of meetings of the stockholders of the Company.
FURTHER RESOLVED. The authority given is retroactive, and any acts referred to which were performed prior to the adoption of these resolutions are ratified and affirmed. This resolution shall be continuing, shall remain in full force and effect, and the Bank may rely on it until written notice of its revocation shall have been delivered to and received by the Bank. Any such notice shall not affect any of the Corporation's agreements or commitments in effect at the time notice is given. The Corporation does indemnify and hold harmless the Bank from any loss or damage incurred by the Bank by acting in reliance upon this resolution.
FURTHER RESOLVED. That any actions previously taken by any Officers in connection with the foregoing resolutions are approved and ratified in all respects and that the Officers be, and each of them acting singly hereby is, authorized in the name and on behalf of the Company to execute and deliver such other agreements, documents and instruments as may be necessary or desirable in connection with the transactions contemplated by the foregoing resolutions, such agreements, documents and instruments to be in the form that the Officer or Officers executing the same may, in his or their discretion, deem appropriate and that the Officers be, and each of the acting singly hereby is, authorized to take all such further action as may be necessary or desirable to carry out the foregoing resolutions and the transactions contemplated thereby.
FURTHER RESOLVED. That the Secretary is hereby authorized to execute and deliver to Xxxx Xxxxxx Trust an Incumbency Certificate certifying the officers and employees who are necessary and appropriate to effectuate the on-going administration of the Plan and its related Trust.
FURTHER RESOLVED. That, upon filing of the Restated Articles, to effectuate the Split, the Board of Directors hereby approves the issuance of sufficient shares of its Common Stock to the current holders of Common Stock of the Corporation, and, upon receipt and cancellation of the outstanding certificates (or receipt of a duly executed affidavit of lost stock certificate as set forth in the transmittal letter), the President and Secretary are hereby authorized and directed to issue such persons such shares of the Corporation's Common Stock necessary to effectuate the Split, and that the consideration received by the Corporation for such shares is hereby deemed adequate and such shares are fully paid and nonassessable.
FURTHER RESOLVED. That the Articles of Incorporation are hereby amended and restated substantially in the form of the Amended and Restated Articles of Incorporation attached to the Purchase Agreement as Exhibit A (the "Restated Articles") solely to effectuate the designation of the Series A Preferred Stock, and the Restated Articles are hereby confirmed, ratified, approved and adopted.
FURTHER RESOLVED. That upon payment to the Corporation of the consideration referenced in the Purchase Agreement, and the execution and delivery of the documents referenced therein, the proper officers of the Corporation are hereby authorized and directed to issue (i) the proper number of shares to each purchaser, which shares shall be considered fully paid and nonassessable shares issued by the Corporation, and (ii) the Warrants.