Corporate Certificates. The Company shall have delivered to Buyer (i) copies of the organizational documents of FHPS as in effect immediately prior to the Closing Date, (ii) copies of resolutions adopted by the Board of Directors and stockholders of the Company and the Subsidiaries authorizing the transactions contemplated by this Agreement, and (iii) a certificate of good standing of each of the Company and the Subsidiaries issued by the Secretary of State of its respective state of incorporation and each other state in which each is qualified to do business as of a recent date, certified in each case as of the Closing Date by the Secretary of the respective Company Party as being true, correct and complete.
Appears in 2 contracts
Sources: Purchase Agreement (Advance Paradigm Inc), Purchase Agreement (Foundation Health Systems Inc)