Secretarial Certificate definition

Secretarial Certificate means each Secretarial Certificate of the Credit Parties delivered to Agent as of the Closing Date in substantially the form of Exhibit C and any Secretarial Certificate delivered to the Agent after the Closing Date pursuant to Section 1.12.
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Secretarial Certificate means each Secretarial Certificate of the Credit Parties delivered to Agent as of the Closing Date in substantially the form of Exhibit C and any Secretarial Certificate delivered to the Agent after the Closing Date pursuant to Section 1.12. “Solvent” means, with respect to any Person on a particular date, that on such date (a) the assets of such Person, at a fair valuation, exceed its liabilities, including contingent liabilities, (b) the remaining capital of such Person is not unreasonably small to conduct its business and (c) such Person will not have incurred debts, and does not have the present intent to incur debts, beyond its ability to pay such debts as they mature. For purposes of this definition, “debt” means any liability on a claim, and “claim” means any (i) right to payment, whether or not such right is reduced to judgment, liquidated, unliquidated, fixed, contingent, matured, unmatured, disputed, undisputed, legal, equitable, secured or unsecured, or (ii) right to an equitable remedy for breach of performance if such breach gives rise to a right to payment, whether or not such right to an equitable remedy is reduced to judgment, fixed, contingent, matured, unmatured, disputed, undisputed, secured or unsecured. In computing the amount of contingent liabilities of any Person on any date, such liabilities shall be computed at the amount that, in the judgment of the Agent in light of all facts and circumstances existing at such time, represents the amount of such liabilities that reasonably can be expected to become actual or matured liabilities. “Stated Maturity Date” means June 19, 2024. “Stock” means all certificated and uncertificated shares, options, warrants, membership interests, general or limited partnership interests, participation or other equivalents (regardless of how designated) of or in a corporation, partnership, limited liability company or equivalent entity whether voting or nonvoting, including common stock, preferred stock, beneficial interests in a trust or any other “equity security” (as such term is defined in Rule 3a11-1 of the General Rules and Regulations promulgated by the Securities and Exchange Commission under the Securities Exchange Act of 1934) or other equity interests in any Person. “Stock Equivalents” means all securities convertible into or exchangeable for Stock or any other Stock Equivalent and all warrants, options or other rights to purchase, subscribe for or otherwise
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Secretarial Certificate means each Secretarial Certificate of the Credit Parties delivered to the Agent as of the Closing Date in substantially the form of Exhibit C and any Secretarial Certificate delivered to the Agent after the Closing Date pursuant to Section 1.12.
Sample 1Sample 2

Examples of Secretarial Certificate in a sentence

  • Lastly, MuniGas requires a Resolution and Secretarial Certificate authorizing and verifying the execution of Purchase Contract, Supplier Addendum, and Participant Addendum.

  • By ---------------------------------- Name: Title: Buyer: NORTHWESTERN GROWTH CORPORATION By ---------------------------------- Name: Title: Buyer Subsidiary: CGI ACQUISITION CORPORATION By ---------------------------------- Name: Title: Secretarial Certificate - CGI Holdings, Inc.

  • A Secretarial Certificate in the form of ----------------------- Exhibit D to the Agreement duly completed and executed by the Secretary or --------- Assistant Secretary of Borrower, the Parent, NRI and ParCare, together with all attachments thereto.

  • The other three subjects in each year of the course are the same subjects as for the accounting or administration diploma.This Diploma will entitle the holder to Associate Member- ship in the Institute of Private Secretaries (Aust.).Girls should note that this College has ceased to offer the Secretarial Certificate.

  • It doesn’t matter whether the project is being constructed by a private company, a public entity, or in a public-private partnership.

  • The Borrower shall have delivered to Agent a completed and duly executed Secretarial Certificate.

  • A Secretarial Certificate in the form of Exhibit C to the Agreement duly completed and executed by the Secretary of each Credit Party executing the Agreement, together with all attachments thereto.

  • Notwithstanding any other representation or warranty providing a lesser or greater standard, there is no provision of any Corporate Credit Party's articles or certificate of incorporation or other creating instrument or by-laws or operating agreement limiting or contravening the Resolutions attached as Attachment 5 to such Credit Party's Secretarial Certificate.

  • Holder of National Form IV/VI with Secretarial Certificate from recognized Institution.

  • A photocopy of such a Power of Attorney or a Statement of a Corporate Officer, a Secretarial Certificate or a Power of Attorney given by an Officer(s) of the Institution will also often require further verification.


More Definitions of Secretarial Certificate

Secretarial Certificate means each Secretarial Certificate of the Credit Parties delivered to Agent as of the Closing Date in substantially the form of Exhibit C and any Secretarial Certificate delivered to the Agent after the Closing Date pursuant to Section 1.12. “Solvent” means, with respect to any Person on a particular date, that on such date (a) the assets of such Person, at a fair valuation, exceed its liabilities, including contingent liabilities, (b) the remaining capital of such Person is not unreasonably small to conduct its business and (c) such Person will not have incurred debts, and does not have the present intent to incur debts, beyond its ability to pay such debts as they mature. For purposes of this definition, “debt” means any liability on a claim, and “claim” means any (i) right to payment, whether or not such right is reduced to judgment, liquidated, unliquidated, fixed, contingent, matured, unmatured, disputed, undisputed, legal, equitable, secured or unsecured, or (ii) right to an equitable remedy for breach of
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Related to Secretarial Certificate

  • medical certificate means a certificate signed by a medical practitioner.

  • Physical Certificate As specified in the Preliminary Statement.

  • Final Certificate in relation to the work shall mean the certificate regarding the satisfactory compliance, performance and fulfillment of all Contractual Obligations as issued by the Head of SBU & PC – Rock Phosphate.

  • Provisional certificate shall have the meaning as set forth in Clause 12.2; “Punch List”shall have the meaning as set forth in Clause 12.2.1;

  • Actuarial certification means a written statement by a member of the American Academy of

  • Additional Certificates has the meaning specified in Section 8.01(d).

  • Initial Certification As defined in Section 2.02(a) hereof.

  • Credit certificate means a certificate issued by the allocating agency to a taxpayer that specifies the amount of affordable housing tax credits that can be applied against the taxpayer’s individual or corporate income tax, or franchise, captive insurance premium, or insurance premium tax liability as provided in this subchapter.

  • Supplemental Certificate shall have the meaning specified in Section 6.03.

  • Physical Certificates As specified in the Preliminary Statement.

  • Seller Certificate means a certificate of transfer delivered in connection with the transfer of a Trust Certificate pursuant to Section 3.04(a), substantially in the form of Exhibit B.

  • Digital Certificate means an electronic device used to verify identity or protect electronic messages.

  • Certificate re Non-Bank Status means a certificate substantially in the form of Exhibit F.

  • Official certificate means any form of certification, either written or print- ed (including that prescribed in § 58.18) used under the regulations in this sub- part to certify with respect to the in- spection of dairy processing plants and the inspection, class, grade, quality, size, quantity, or condition of products (including the compliance of products and packaging material with applica- ble specifications).

  • Final Certification As defined in Section 2.02(a) hereof.

  • Retail Certificates A Senior Certificate, if any, offered in smaller minimum denominations than other Senior Certificates, and designated as such in the Series Supplement.

  • Medical certificate of fitness means a certificate valid for one year issued by an occupational health practitioner, issued in terms of these regulations, whom shall be registered with the Health Professions Council of South Africa;

  • Buyer Certificate means a certificate to the effect that each of the conditions specified in clauses (a) through (c) (insofar as clause (c) relates to Legal Proceedings involving the Buyer) of Section 5.3 is satisfied in all respects.

  • Class A-8 Certificate Any one of the Certificates executed by the Trustee and authenticated by the Trustee or the Authenticating Agent in substantially the form set forth in Exhibit A-8 and Exhibit C hereto.

  • Class H Certificate means any of the Certificates with a "Class H" designation on the face thereof, substantially in the form of Exhibit A-4 attached hereto, and evidencing a portion of a class of "regular interests" in REMIC III for purposes of the REMIC Provisions.

  • Class B-6 Certificate Any one of the Certificates executed by the Trustee and authenticated by the Trustee or the Authenticating Agent in substantially the form set forth in Exhibit B-6 and Exhibit C hereto. Class B-6 Certificateholder: The registered holder of a Class B-6 Certificate.

  • Class B-5 Certificate Any one of the Certificates executed by the Trustee and authenticated by the Trustee or the Authenticating Agent in substantially the form set forth in Exhibit B-5 and Exhibit C hereto. Class B-5 Certificateholder: The registered holder of a Class B-5 Certificate.

  • Notional Certificate Any Class A-IO Certificate.

  • Class A-P Certificate Any one of the Certificates designated as a Class A-P Certificate.

  • Class J Certificate means any one of the Certificates with a "Class J" designation on the face thereof, substantially in the form of Exhibit A-4 attached hereto, and evidencing a portion of a class of "regular interests" in REMIC III for purposes of the REMIC Provisions.

  • Class L Certificate means any of the Certificates with a "Class L" designation on the face thereof, substantially in the form of Exhibit A-4 attached hereto, and evidencing a portion of a class of "regular interests" in REMIC III for purposes of the REMIC Provisions.