Proof of Corporate Action. Such Purchaser shall have received from the Company copies, certified by a duly authorized officer thereof to be true and complete as of the Closing Date, of the records of all corporate action taken by the Company to authorize the execution, delivery and performance of this Agreement and each of the Related Agreements.
Proof of Corporate Action. Lender shall have received from Borrower a copy, certified by a duly authorized officer to be true and complete on and as of the date which is not more than ten (10) Business Days prior to the date hereof, of the records of all corporate action taken by Borrower to authorize (a) its execution and delivery of each of the Loan Documents to which it is or is to become a party as contemplated or required by this Agreement, (b) its performance of all of its agreements and obligations under each of such documents, and (c) the incurring of the Obligations contemplated by this Agreement.
Proof of Corporate Action. Lender shall have received certified copies of all corporate action taken by Borrower to authorize the execution and delivery of this Agreement and the Notes and Loans hereunder, and such other documents as Lender or its counsel shall reasonably request.
Proof of Corporate Action. The Company shall have delivered copies certified by its Secretary or an Assistant Secretary of its Charter and Bylaws and of all corporate action taken by the Company to authorize the execution, delivery and performance of this Agreement and the Notes and the borrowing hereunder.
Proof of Corporate Action. The Administrative Agent shall have received certified copies of all necessary corporate action taken by each of the Company and the Loan Parties to authorize the execution, delivery and performance of each Loan Document to which it is a party.
Proof of Corporate Action. The Agent shall have received a certificate of the Obligor’s corporate secretary or assistant secretary, or the equivalent thereof, dated the Closing Date, setting forth resolutions of the Board of Directors, or the equivalent thereof, of the Obligor approving the transactions contemplated by this Agreement and the other Fundamental Documents and authorizing the execution, delivery and performance by the Obligor of this Agreement and the other Fundamental Documents to which the Obligor is a party, which certificate shall state that such resolutions are in full force and effect without amendment.
Proof of Corporate Action. The Administrative Agent and counsel to the Required Lenders shall have received from each of the Loan Parties copies, certified by a duly authorized officer of such Person to be true and complete on and as of the date hereof, of the records of all corporate action taken by such Person to authorize (A) such Person’s execution and delivery of this Amendment to Limited Waiver, and (B) such Person’s performance of all of its agreements and obligations under this Amendment to Limited Waiver. Such certified copies shall be in form and substance reasonably satisfactory to the Required Lenders.
Proof of Corporate Action. The Investor shall have received from the Company copies, certified by a duly authorized officer thereof to be true and complete as of the Closing Date, of the records of all corporate action taken to authorize the execution, delivery, and performance of this Agreement, the Note, the Warrant, the other Financing Agreements, and the other Related Agreements to which the Company is a party.
Proof of Corporate Action. The Agent shall have received from each of the Hasbro Companies copies for each Bank, certified by a duly authorized officer of such respective Hasbro Company to be true and complete on and as of the Effective Date, of the records of all corporate action taken by each of the Hasbro Companies to authorize (a) its execution and delivery of each of the Loan Documents to which it is or is to become a party, (b) its performance of all of its agreements and obligations under each of the Loan Documents, and (c) the borrowings contemplated by this Agreement.
Proof of Corporate Action. Gareste shall have received from Etna copies of the records of all corporate action taken to authorize the execution, delivery and performance of this Agreement and all matters ancillary thereto.
