Common use of Resolutions Clause in Contracts

Resolutions. Copies of resolutions of the Board of Directors approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board of Directors of the Borrower approving and adopting the respective Credit Documents, the transactions contemplated herein and therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date Borrower to be true and correct and in force and effect as of such datethe Closing Date.

Resolutions. Copies of resolutions of the Board of Directors of each Borrower approving and adopting the respective Credit Documents, the transactions contemplated herein and therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date relevant Borrower to be true and correct and in force and effect as of such datethe Restatement Effective Date.

Resolutions. Copies of resolutions of the Board of Directors or comparable managing body approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Effective Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board of ----------- Directors approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board board of Directors directors of the Borrower and of each of the other Credit Parties approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a the secretary or assistant secretary as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board of Directors of the Borrower and each of the other Credit Parties approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board board of Directors directors of the Borrower approving the transactions contemplated herein and adopting authorizing the respective execution and delivery of the Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary an officer of the Borrower as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board board of Directors directors or comparable managing body of the Credit Parties approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies A copy of resolutions of the Board of Directors of the Borrower approving and adopting the respective Credit Documents, the transactions contemplated therein herein and in the other Credit Documents and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date Borrower to be true and correct and in force and effect as of such datethe Closing Date.

Resolutions. Copies of resolutions of the Board board of Directors directors of the Borrower approving and adopting the respective Credit Documents, the transactions contemplated therein by this Credit Agreement and authorizing execution certain officers of the Borrower to negotiate, execute and delivery thereofdeliver the Credit Documents, certified by a secretary or assistant secretary as of the Closing Date Borrower to be true and correct and in full force and effect as of such datethe Closing Date.

Resolutions. Copies of resolutions of the Board of Directors or other governing body approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board of Directors of the Borrower approving and adopting the respective Credit Documents, the transactions contemplated therein by this Credit Agreement and authorizing execution certain officers of the Borrower to negotiate, execute and delivery thereofdeliver the Credit Documents, certified by a secretary or assistant secretary as of the Closing Date Borrower to be true and correct and in full force and effect as of such datethe Closing Date.

Resolutions. Copies of resolutions of the Board board of Directors directors or comparable managing body approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board board of Directors directors approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board of Directors of the Borrower and the Guarantors approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in force and effect as of such datedate together with an incumbency certificate.

Resolutions. Copies of the resolutions taken by the ----------- directors of the Board of Directors Borrower and the Guarantors approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in full force and effect as of such date.

Resolutions. Copies of resolutions of the Board of Directors of the Borrower approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date Borrower to be true and correct and in force and effect as of such datethe Closing Date.

Resolutions. Copies of resolutions of the Board board of Directors directors of each Borrower approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary of such Borrower (pursuant to a secretary's certificate in substantially the form of Schedule 4.1-1 attached hereto) as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board of Directors approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing the execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board of Directors or similar managing body of each Borrower approving and adopting the respective Credit DocumentsDocuments to which it is a party, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date such Borrower to be true and correct and in force and effect as of such datethe Closing Date.

Resolutions. Copies of resolutions of the Board of Directors or comparable managing body approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by an officer of such Credit Party (pursuant to a secretary or assistant secretary secretary’s certificate in substantially the form of Schedule 4.1(b) attached hereto) as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board board of Directors directors or comparable managing body of each Borrower approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary of such Borrower (or a Responsible Officer thereof if there is no secretary or assistant secretary of such Borrower) (pursuant to a secretary’s certificate in substantially the form of Schedule 4.1(b) attached hereto) as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board board of Directors directors or comparable managing body approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by an officer of such Credit Party (pursuant to a secretary or assistant secretary secretary’s certificate in substantially the form of Exhibit 5.01(d) attached hereto) as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board of Directors ----------- approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board managing members or the board of Directors directors, as applicable, of each Obligor approving and adopting the respective Credit Loan Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary an officer of such Obligor as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board board of Directors directors (or executive committee thereof) of the Borrower approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary an officer of the Borrower as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board board of Directors directors or comparable managing body of each Borrower approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary an officer of such Borrower (pursuant to an officer’s certificate in substantially the form of Exhibit 4.1-1 attached hereto) as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board of Directors of the Company, the Borrower and the other Credit Parties approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board board of Directors directors or comparable managing body of each Borrower approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary of such Borrower (pursuant to a secretary’s certificate in substantially the form of Schedule 4.1(b) attached hereto) as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board of Directors approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board of Directors of the Borrower and the Guarantors approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in force and effect as of such datedate and containing therein certification of the incumbency and specimen signatures of the officers of the Credit Parties executing the Credit Documents.

Resolutions. Copies of resolutions of the Board of ----------- Directors of the Borrower approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date Borrower to be true and correct and in force and effect as of such datethe Effective Date.

Resolutions. Copies of resolutions of the Board of ----------- Directors or other governing body approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board of Directors approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board board of Directors directors or other comparable managing body of each Credit Party approving and adopting the respective Credit Note Purchase Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary an officer or assistant secretary managing member of such Credit Party as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board board of Directors directors or comparable managing body of the Company approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary of the Company (pursuant to a secretary’s certificate in substantially the form of Schedule 4.1(b) attached hereto) as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board board of Directors directors of the Borrower approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary an officer of Borrower as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board of Directors of the Borrower approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date Borrower to be true and correct and in force and effect as of such datethe Closing Date.

Resolutions. Copies of resolutions of the Board of Directors approving and adopting the respective Credit Documents, the transactions contemplated therein thereby and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board board of Directors directors of each of the Borrowers, the Acquired Company and their respective Subsidiaries approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary of such Person (pursuant to a secretary’s certificate in substantially the form of Schedule 4.1-1 attached hereto) as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board its board of Directors ----------- directors, approving and adopting the respective Credit Documents, Transaction Documents and the transactions contemplated therein therein, and authorizing execution and delivery thereof, certified by a secretary or assistant secretary an appropriate officer as of the Closing Date to be true and correct and in full force and effect as of such date.

Resolutions. Copies of resolutions of the Board of Directors or comparable managing body approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by an officer of such Credit Party (pursuant to a secretary or assistant secretary secretary's certificate in substantially the form of Schedule 4.1(b) attached hereto) as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board board of Directors directors of Borrower approving and adopting the respective Credit Documents, the transactions Transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary of Borrower (pursuant to a secretary’s certificate in substantially the form of Schedule 4.1-1 attached hereto) as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board of Directors of the Borrower and the Guarantors approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board of Directors ----------- or other governing body of Holdings and each Credit Party approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as or other authorized signatory of the Closing Date Holdings and each Credit Party to be true and correct and in force and effect as of such datethe Effective Date.

Resolutions. Copies of resolutions of the Board board of Directors directors or comparable managing body approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in force and effect as of such date.. (iii)

Resolutions. Copies of resolutions of the Board board of Directors the executive committee of the Borrower of the Borrower approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary an officer of the Borrower as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board of Directors of the Borrower approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board board of Directors directors of Borrower approving and adopting the respective Credit Documents, the transactions Transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary of Borrower (pursuant to a secretary's certificate in substantially the form of Schedule 4.1-1 attached hereto) as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board ----------- board of Directors directors of the Borrower approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary an officer of the Borrower as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board of Directors of the Borrower and the other Domestic Credit Parties approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board of Directors or comparable managing body approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by an officer of such Credit Party (pursuant to a secretary or assistant secretary secretary’s certificate in substantially the form of Exhibit 5.01(e) attached hereto) as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board of Directors approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date date hereof to be true and correct and in force and effect as of such date.. (3)

Resolutions. Copies of resolutions of the Board board of Directors directors or other comparable managing body of the Borrower approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary an officer or assistant secretary the managing member of the Borrower as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board board of Directors directors (or executive committee thereof) of the Company approving and adopting the respective Credit Documents, Indenture Documents and the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary an officer of the Company as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of ----------- the Board of Directors approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board of Directors of each Borrower approving and adopting the respective Credit DocumentsDocuments and each Operative Document to which it is a party, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as Responsible Officer of the Closing Date such Borrower to be true and correct and in force and effect as of such date.the Closing Date. (iv)

Resolutions. Copies of resolutions of the Board of Directors or ----------- similar managing body of each Borrower approving and adopting the respective Credit DocumentsDocuments to which it is a party, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date such Borrower to be true and correct and in force and effect as of such datethe Closing Date.

Resolutions. Copies of resolutions of the Board board of Directors directors or comparable managing body of the Borrower approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary of the Borrower (pursuant to a secretary’s certificate in substantially the form of Schedule 4.1(b) attached hereto) as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board of Directors or similar managing body of each Obligor approving and adopting the respective Credit DocumentsDocuments to which it is a party, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date such Obligor to be true and correct and in force and effect as of such datethe Closing Date.

Resolutions. Copies of resolutions of the Board of Directors approving and adopting the respective Credit Documents, Documents and the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board its board of Directors directors, approving and adopting the respective Credit Documents, Transaction Documents and the transactions contemplated therein therein, and authorizing execution and delivery thereof, certified by a secretary or assistant secretary an appropriate officer as of the Closing Date to be true and correct and in full force and effect as of such date.

Resolutions. Copies of the resolutions taken by the directors of ----------- the Board of Directors Borrower and the Guarantors approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in full force and effect as of such date.

Resolutions. Copies of resolutions of the Board board of Directors directors of the Borrower and each Guarantor, approving and adopting the respective Credit Documents, Documents and the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary other appropriate officer or representative of such party as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board board of Directors directors, board of managers or general partner, as applicable, approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board board of Directors directors or comparable managing body of the Borrower approving and adopting the respective Credit Documents, the transactions contemplated therein and authorizing execution and delivery thereof, certified by a secretary or assistant secretary of the Borrower (or a Responsible Officer thereof if there is no secretary or assistant secretary of the Borrower) (pursuant to a secretary’s certificate in substantially the form of Schedule 4.1(b) attached hereto) as of the Closing Date to be true and correct and in force and effect as of such date.

Resolutions. Copies of resolutions of the Board member of Directors the Borrower and the member(s) or board of directors, as the case may be, of each of the other Credit Parties and C2 approving and adopting the respective Credit Documents and the C2 Loan Documents, as appropriate, the transactions contemplated therein and authorizing execution and delivery thereof, certified by the manager (in the case of a limited liability company) or a secretary or assistant secretary (in the case of a corporation) as of the Closing Date to be true and correct and in force and effect as of such date.