Common use of Effective Date Actions Clause in Contracts

Effective Date Actions. Prior to or contemporaneously with the execution of this Agreement: (a) The Buyer shall have received a certificate of an authorized officer of the Seller, dated as of the date of this Agreement, certifying as to (i) the incumbency of each officer of the Seller executing this Agreement and (ii) the attached thereto copies of the Seller’s (A) certificate of incorporation, (B) bylaws, and (C) resolutions adopted by the Seller’s Board of Directors and/or duly appointed committee authorizing the execution and delivery by the Seller of this Agreement and the consummation by the Seller of the transactions contemplated hereby. (b) The Seller shall have received a certificate of an authorized person of the Buyer, dated the date of this Agreement, certifying as to the incumbency of the officers executing this Agreement on behalf of the Buyer. (c) At or prior to the date hereof, the Seller shall have paid the Transaction Expenses incurred prior to or on the date hereof.

Effective Date Actions. Prior to or contemporaneously with the execution of this Agreement: (a) The Buyer shall have received a certificate of an authorized officer of the Seller, dated as of the date of this Agreement, certifying as to (i) the incumbency of each officer of the Seller executing this Agreement and (ii) the attached thereto copies of the Seller’s (A) certificate of incorporation, (B) bylaws, and (C) resolutions adopted by the Seller’s Board of Directors and/or duly appointed committee authorizing the execution and delivery by the Seller of this Agreement and the consummation by the Seller of the transactions contemplated hereby. (b) The Seller shall have received a certificate of an authorized person of the Buyer, dated the date of this Agreement, certifying as to the incumbency of the officers executing this Agreement on behalf of the Buyer. (c) At or prior to the date hereof, the The Seller shall have paid the Transaction Expenses incurred and invoiced to the Seller within one Business Day of its receipt of invoice (or on or prior to the Effective Date to the extent invoiced on or on prior to the date hereofEffective Date).