Company Resolutions. Neither the Company nor any class of its members has passed any resolution (other than resolutions relating to business at annual general meetings which was not special business).
Company Resolutions. The Investor shall have received a true, complete and accurate copy, as delivered by the Company to the Seller, of resolutions passed by the Board of Directors of the Company on August 9, 2006 and of resolutions passed by the Special Committee of the Board of Directors on August 9, 2006, approving the transactions on the part of the Company contemplated by this Agreement (including, without limitation, approving the Company’s execution and delivery of the Investors’ Rights Agreement and, approving for purposes of the New Jersey Shareholders Protection Act, any “business combination” transaction which may be proposed to be engaged in between the Investor and the Company at any time or from time to time following the Closing, such approval to constitute advance approval of such business combination transactions under the terms of such Act); such resolutions have not been modified, rescinded or amended and remain in full force and effect.
Company Resolutions. Certified copies of the resolutions of the managers and members of Seller unanimously authorizing and approving the transactions contemplated by this Agreement and the Transaction Documents;
Company Resolutions. The Company and the Seller shall each provide to Purchaser a corporate resolution of its Managers and Board of Directors, respectively, which approves all of the transactions contemplated herein and authorizes the execution, delivery and performance of this Agreement and the documents referred to herein to which it is or is to be a party dated as of the Closing Date.
Company Resolutions. The Company will have provided certified copies of the resolutions duly adopted by the Company’s Members approving this Agreement, the Merger and the other Transaction Documents, and the consummation of all the Transactions;
Company Resolutions. The Buyer shall have received a true, complete and accurate copy, as delivered by the Company to the Seller, of resolutions passed by the Board of Directors of the Company on August 4, 2006, approving the transactions on the part of the Company contemplated by this Agreement (including, without limitation, approving the Company’s execution and delivery of the Registration Rights Agreement and, approving for purposes of the New Jersey Shareholders Protection Act, any “business combination” transaction which may be proposed to be engaged in between such Investor and the Company at any time or from time to time following the Closing, such approval to constitute advance approval of such business combination transactions under the terms of such Act); such resolutions have not been modified, rescinded or amended and remain in full force and effect.
Company Resolutions. Each of the Company Board and the Company Stockholders shall have adopted, and not rescinded or otherwise amended or modified, resolutions authorizing the Company’s entry into this Agreement and the other Transaction Documents to which it is a party and the consummation of the transactions contemplated hereby and thereby, including the Merger (collectively, the “Company Resolutions”).
Company Resolutions. The Company shall have delivered to the Agent ------------------- a copy, duly certified by the secretary or an assistant secretary of the Company, of (i) resolutions of the Company's Board of Directors authorizing or ratifying the execution and delivery of this Amendment, the Pledge Amendment (hereinafter defined) and authorizing the borrowings under the Existing Agreement, as amended hereby, (ii) all documents evidencing other necessary corporate action, and (iii) all approvals or consents, if any, with respect to this Amendment and the Pledge Amendment.
Company Resolutions. A copy, certified by the secretary or an ------------------- assistant secretary of the Company, of resolutions of the Board of Directors of the Company authorizing or ratifying the execution and delivery of this Amendment and the New Notes and the borrowings under the Credit Agreement, as amended hereby.
Company Resolutions. The Company agrees to deliver to the Agent on or ------------------- before December 11, 2001 a copy of a resolution passed by the board of directors of the Company, certified by the Secretary or an Assistant Secretary of the Company, ratifying the execution, delivery and performance of this Waiver. The Company further agrees that it shall be an additional Event of Default under the Credit Agreement if the Company shall fail to deliver such resolutions to the Agent on or before such date.
