Resolutions and Incumbency Certificate Sample Clauses

Resolutions and Incumbency Certificate etc on behalf of the Lessor. The general partner of the Lessor shall have delivered to the other Lessor Parties a certificate of the Secretary or an Assistant Secretary attaching and certifying as to (i) the resolutions of the Board of Directors of the general partner duly authorizing the execution, delivery and performance by the Lessor of the Operative Documents to which it is a party, (ii) the Lessor's certificate of limited partnership and currently effective Limited Partnership Agreement, and (iii) the incumbency and signature of persons authorized to execute and deliver on behalf of the Lessor the Operative Documents to which the Lessor is a party, no earlier than fifteen (15) days prior to the Documentation Date.
AutoNDA by SimpleDocs
Resolutions and Incumbency Certificate. The Bank shall have received a certificate signed by the secretary or assistant secretary of the Company and dated as of the date of this Agreement certifying the adoption of resolutions by the Company's Board of Directors, in form and substance satisfactory to the Bank, authorizing the execution of this Agreement and the notes, security documents and other documents and instruments provided for herein and the performance of all the acts contemplated hereby, together with a certificate signed by one of such officers certifying the names and offices of each of the executive officers of the Company as of the date of this Agreement, in form and substance satisfactory to the Bank, and containing the signature of each officer authorized to sign this Agreement and any documents and instruments to be executed in connection therewith.
Resolutions and Incumbency Certificate. The Banks shall have received a certificate signed in his representative capacity by the chief executive officer of the Company and the Guarantor and dated as of the date of this Agreement certifying the adoption of resolutions by the Board of Trustees and the Board of Directors, respectively, of the Guarantor and the Board of Directors of the general partner of the Company, in form and substance satisfactory to the Banks, authorizing the execution of this Agreement and the notes, guarantees and other documents and instruments provided for herein and the performance of all the acts contemplated hereby, together with a certificate signed by the chief executive officer of the Company certifying the names and offices of each of the executive officers of the Company as of the date of this Agreement, in form and substance satisfactory to the Banks, and containing the signature of each officer authorized to sign this Agreement and any documents and instruments to be executed in connection therewith.

Related to Resolutions and Incumbency Certificate

  • Incumbency Certificate An incumbency certificate of the corporate secretary of each of Seller, certifying the names, true signatures and titles of the representatives duly authorized to request transactions hereunder and to execute the Program Agreements.

  • Incumbency Certificates For each Credit Party, signature and incumbency certificates of the officers of each such Person executing any of the Loan Documents, certified as of the Closing Date by such Person's corporate secretary or an assistant secretary as being true, accurate, correct and complete.

  • Borrower Incumbency Certificate The Administrative Agent shall have received, with a counterpart for each Lender, a Certificate of the Borrower, dated the Closing Date, as to the incumbency and signature of the officers of the Borrower executing any Credit Document reasonably satisfactory in form and substance to the Administrative Agent, executed by the President or any Vice President and the Secretary or any Assistant Secretary of the Borrower.

  • Solvency Certificate The Administrative Agent shall have received a Solvency Certificate from the chief financial officer or treasurer of the Borrower.

  • Solvency Certificates Agent and Initial Lenders shall have received certificates satisfactory to them from one or more knowledgeable Senior Officers of Borrower that, after giving effect to the financing under this Agreement and the issuance of the Letters of Credit, Borrower is Solvent.

  • Resolutions; Incumbency (i) Copies of the resolutions of the board of directors of the Company authorizing the transactions contemplated hereby, certified as of the Closing Date by the Secretary or an Assistant Secretary of the Company; and

  • Incumbency Certificate; Authorized Signers The Agent shall have received from the Borrower and each Guarantor an incumbency certificate, dated as of the Closing Date, signed by a duly authorized officer of such Person and giving the name and bearing a specimen signature of each individual who shall be authorized to sign, in the name and on behalf of such Person, each of the Loan Documents to which such Person is or is to become a party. The Agent shall have also received from the Borrower a certificate, dated as of the Closing Date, signed by a duly authorized representative of the Borrower and giving the name and specimen signature of each Authorized Officer who shall be authorized to make Loan Requests, Letter of Credit Requests and Conversion/Continuation Requests and to give notices and to take other action on behalf of the Borrower under the Loan Documents.

  • Incumbency An incumbency certificate of each Credit Party certified by a secretary or assistant secretary to be true and correct as of the Closing Date.

  • Secretary Certificate The Company shall have delivered to the Purchaser a certificate executed by the Company’s secretary certifying as to the validity and effectiveness of, and attaching, (A) copies of the Company’s Organizational Documents as in effect as of the Closing Date (immediately prior to the Effective Time), (B) the requisite resolutions of the Company’s board of directors authorizing and approving the execution, delivery and performance of this Agreement and each Ancillary Document to which the Company is or is required to be a party or bound, and the consummation of the Merger and the other transactions contemplated hereby and thereby, and the adoption of the Surviving Corporation Organizational Documents, and recommending the approval and adoption of the same by the Company Stockholders at a duly called meeting of stockholders, (C) evidence that the Required Company Stockholder Approval has been obtained and (D) the incumbency of officers of the Company authorized to execute this Agreement or any Ancillary Document to which the Company is or is required to be a party or otherwise bound.

  • Authorizing Certificate An Officer’s Certificate, dated the Closing Date, of the Issuer certifying that (A) the Issuer has duly authorized the execution and delivery of this Indenture and the Series Supplement and the execution and delivery of the Recovery Bonds and (B) that the Series Supplement is in the form attached thereto, and it shall comply with the requirements of Section 2.02.

Time is Money Join Law Insider Premium to draft better contracts faster.