Common use of Certificate of Secretary of Parent Clause in Contracts

Certificate of Secretary of Parent. Parent shall deliver a certificate, validly executed by the Secretary of Parent, certifying as to the valid adoption of resolutions of Parent’s board of directors (whereby the Merger and the transactions contemplated hereunder were approved by the board of directors).

Certificate of Secretary of Parent. Parent shall deliver to the Company a certificate, validly executed by the Secretary of Parent, certifying as to (i) the terms and effectiveness of the copies of the articles of incorporation and bylaws of Parent and (ii) the valid adoption of resolutions of Parent’s board the Board of directors Directors of Parent (whereby this Agreement, the Merger and the other transactions contemplated hereunder hereby were approved by the board Board of directorsDirectors).