Officer Authorization Sample Clauses

Officer Authorization. Each authorized officer of the Lender executing this Agreement or any of the other Loan Documents is (as of the date of such execution) duly and properly in office and fully authorized to execute and deliver the same.
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Officer Authorization. 18 8.5 Binding Nature.......................................................................................... 19 8.6
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Officer Authorization. Each natural person executing this Agreement or any of the other Loan Documents on behalf of the Borrower or its Subsidiaries is (as of the date of such execution) duly and properly in office and fully authorized to execute and deliver the same.
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Officer Authorization. Any one Executive Officer of the Corporation is hereby authorized and directed for and on behalf of the Corporation to do and perform all acts and things, and execute and deliver all documents, and take all such other steps as may be necessary or desirable to give full effect to the consent resolutions set forth above. October 7, 2014 Xxxxxx Xxxxx, Director Lighthouse Petroleum, Inc. 0000 X. Xxxxxxxx Xxxx., Xxxxx 0000 Xxxxxxxx, XX 00000 Transfer Agent Instructions October 7, 2014 Madison Stock Transfer, Inc. 0000 X 00xx Xx # 0 Xxxxxxxx, XX 00000 Attention: Xx. Xxxxxxx Xxxxxxxx Dear Sirs: Lighthouse Petroleum, Inc., Inc., a Delaware corporation (the "Company") and Xxxxx & Company, LLC, a Wyoming limited liability company (the "Lender") have entered into a Convertible Promissory Note dated May 7, 2014, as amended (the "Note"), having an outstanding principal balance of $5,776.66, plus interest and fees (the "Note"). The Note entitles the Lender, “at its option, to convert all or any lesser portion of the outstanding balance of the Note into fully-paid and non-assessable shares of the Borrower’s common stock (the “Conversion Shares”) at a conversion price per share equal to fifty percent (50% (0.50)) (the “Multiplier”) of the lowest closing bid price for the Company’s common stock during the thirty (30) trading days immediately preceding a conversion date… (the “Conversion Price”).” A copy of the Note is attached hereto. You should familiarize yourself with your issuance and delivery obligations, as Transfer Agent, contained therein. The shares to be issued are to be registered in the name of the registered holder of the securities submitted for conversion or exercise as described on any Notice of Conversion. You are hereby irrevocably authorized and instructed to reserve a sufficient number of shares of common stock (“Common Stock”) of the Company, the initial amount being 115,000,000, for issuance upon full conversion of the Note in accordance with the terms thereof. The amount of Common Stock so reserved may be increased, from time to time, by written instructions of the Lender, at its sole discretion. Reserve shares shall be equal to 150% of the value of the Note divided by the Conversion Price. The Lender shall have the right to periodically request that the reserve shares be adjusted accordingly. The ability to convert the Note in a timely manner is a material obligation of the Company pursuant to the Note. Your firm is hereby irrevocably authorized and...
Sample 1
Officer Authorization. 50 Section 6.7 Binding Nature........................................................................50 Section 6.8 No Conflict...........................................................................51 Section 6.9 No Event of Default...................................................................51 Section 6.10 Financial Statements..................................................................51
Sample 1

Related to Officer Authorization

  • Authorization, Etc This Agreement and the Notes have been duly authorized by all necessary corporate action on the part of the Company, and this Agreement constitutes, and upon execution and delivery thereof each Note will constitute, a legal, valid and binding obligation of the Company enforceable against the Company in accordance with its terms, except as such enforceability may be limited by (i) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and (ii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

  • Power; Authorization Such Investor has all requisite power and authority to execute and deliver this Agreement. This Agreement, when executed and delivered by such Investor, will constitute a valid and legally binding obligation of such Investor, enforceable in accordance with its respective terms, except as: (a) limited by applicable bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting enforcement of creditors’ rights generally; and (b) limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies.

  • Authorization; Approvals The issuance of the Policy and the execution, delivery and performance of this Agreement and the Insurance Agreement have been duly authorized by all necessary corporate proceedings. No further approvals or filings of any kind, including, without limitation, any further approvals of or further filings with any governmental agency or other governmental authority, or any approval of the Insurer’s board of directors or stockholders, are necessary for the Policy, this Agreement and the Insurance Agreement to constitute the legal, valid and binding obligations of the Insurer.

  • Organizational Power; Authorization The execution, delivery and performance by each Loan Party of the Loan Documents to which it is a party are within such Loan Party’s organizational powers and have been duly authorized by all necessary organizational, and if required, shareholder, partner or member, action. This Agreement has been duly executed and delivered by the Borrower, and constitutes, and each other Loan Document to which any Loan Party is a party, when executed and delivered by such Loan Party, will constitute, valid and binding obligations of the Borrower or such Loan Party (as the case may be), enforceable against it in accordance with their respective terms, except as may be limited by applicable bankruptcy, insolvency, reorganization, moratorium, or similar laws affecting the enforcement of creditors’ rights generally and by general principles of equity.

  • Board Authorization Prior to delivering notice of the proposed terms of an Agency Transaction or a Principal Transaction pursuant to Section 1 (or at such time as otherwise agreed between the Company and the Agents), the Company shall have (i) obtained from its board of directors thereof all necessary corporate authority for the sale of the Shares pursuant to the relevant Agency Transaction or Principal Transaction, as the case may be, and (ii) provided to the Agents a copy of the relevant board resolutions or other authority.

  • Required Authorizations There is no requirement to make any filing with, give any notice to, or obtain any Authorization of, any Governmental Entity as a condition to the lawful completion of the transactions contemplated by this Agreement.

  • Government Authorization No consent, approval, order or authorization of, or registration, declaration or filing with, or notice to, any Governmental Entity, is required by or with respect to Pubco in connection with the execution and delivery of this Agreement by Pubco, or the consummation by Pubco of the transactions contemplated hereby, except, with respect to this Agreement, any filings under the Nevada Statutes, the Securities Act or the Exchange Act.

  • Authorization, Approval, etc No authorization, approval, or other action by, and no notice to or filing with, any governmental authority, regulatory body or any other Person is required either

  • Government Authorizations No Consent of, with or to any Governmental Authority is required to be obtained or made by, or with respect to, Buyer or any of its Affiliates in connection with the execution and delivery of this Agreement and the other Transaction Documents by Buyer, or the consummation by Buyer of the transactions contemplated hereby and thereby, except for (a) required filings under the HSR Act, (b) as set forth on Section 5.4 of the Buyer Disclosure Schedule, and (c) Consents not required to be made or given until after the Applicable Closing.

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