an executed and acknowledged incumbency certificate from Seller certifying the authority of the officers of Seller to execute this Agreement and the other documents delivered by Seller to the Buyer at the Closing;

an executed Incumbency Certificate from the Buyer certifying the authority of the officers or authorized signatories of the Buyer (or the general partner of the Buyer, where appropriate) to execute this Agreement and the other documents delivered by the Buyer to the Sellers at the Closing;

an executed Incumbency Certificate from each Seller (or the general partner of such Seller, where appropriate) certifying the authority of the officers of such Seller (or the general partner or managing member of such Seller, where appropriate) to execute this Agreement and the other documents delivered by such Seller to the Buyer at the Closing;

certificates or resolutions of Seller authorizing the sale of the Entire Property pursuant to this Agreement and the authority of the officer executing the closing documents on behalf of Seller;

certificates or resolutions of such Seller authorizing the sale of the Applicable Property pursuant to this Agreement and the authority of the officer executing the closing documents on behalf of such Seller;