Irrevocable SPA - Corporation

NHMFC template for irrevocable SPA for corporation

Your Browser Doesn't Support Canvas. Showing the Text Content of the PDF Instead: SECRETARY’S CERTIFICATE
(CORPORATION)
I, Click here to enter text., of legal age, Filipino citizen and with business address at
Click here to enter text., after having been sworn to in accordance with law do hereby
depose and state: THAT1. I am the duly appointed Corporate Secretary of Click here to enter text. , a
corporation duly organized and existing under Philippine laws with
principal business address at Click here to enter text.;
2. At a special meeting of the Board of Directors of the same corporation held
on Click here to enter text. at its principal office, where a quorum was
present, the following resolution was passed and approved:
Board Resolution No. Click here to enter text.
RESOLVED AS IT IS HEREBY RESOLVED, that NATIONAL HOME
MORTGAGE FINANCE CORPORATION (NHMFC) is hereby designated and
authorized to act as representative of this corporation, whereby NHMFC is
authorized to perform the following acts for and in behalf of the Corporation
and/or in case of failure of this Corporation to comply with its undertakings
under the Deed of Assignment of Receivables (DARR) and/or other
contracts/documents submitted in relation to the purchase by NHMFC of the
CTS/loan subject of the DARR:
(1) To collect from the buyer, Click here to enter text., all amortizations and
receivables covered by the Contract to Sell and/or other loan obligations
when due;
(2) To execute the Notice of Cancellation of Contract to Sell in the event the
buyer fails to comply with his/ their obligations under the said contract to
sell and to cancel and annul, the Contract to Sell, in the event any or all, of
the abovementioned buyer/s fail/s to perform any of his/their obligation in
the Contract to Sell or commit a breach of the conditions thereof,
warranting the cancellation and annulment of the Contract to Sell;
(3) To file the necessary legal action against the buyer in the Contract to Sell
in the event the latter refuses to surrender the subject property after
cancellation of the Contract to Sell;
(4) To sell the property covered by the Contract to Sell as cancelled, whether in
cash or in installment;
(5) To collect the proceeds of the sale of the subject property and apply the
said proceeds as it may deem proper;
(6) To collect the proceeds of any insurance claim, whether under Sales
Redemption Insurance (SRI)/Mortgage Redemption Insurance (MRI) or Fire
and Lightning Insurance, and apply the said proceeds as it may deem
proper;
(7) To sign, execute and deliver the Deed of Absolute Sale to the buyer in case
of full payment;
(8) To sign, execute and deliver the Loan and Mortgage Agreement, Deed of
Sale and other contracts/documents relating to the conversion of the
Contract to Sell to Real Estate Mortgage in case of: 1) failure of the
DEVELOPER to convert the Contract to Sell to Real Estate Mortgage; 2)
Dissolution of the DEVELOPER corporation; or, 3) any other similar
instances where the cooperation/conformity of the DEVELOPER in relation
to a contract/deed/act/undertaking is required but cannot be obtained;
and,
(9) To sign, execute and deliver all documents, papers and other instruments
Revised 03/17/14

1

that may be necessary and required to implement the above authorities.
3. The NHMFC is hereby given and granted full authority to do and perform any
and every act and execute any instrument/document/deed as may be
requisite and/or necessary to carry into effect the foregoing authority, as fully
to all intents and purposes as the Corporation might or could lawfully do if
personally present, and hereby ratifying and confirming, with full power of
substitution, all that the NHMFC or its substitute shall lawfully do or cause
to be done under and by virtue of this presents.
4. The above resolution is still in full force and effect not having been amended,
suspended and/ or revoked.
Issued this Click here to enter text. at Click here to enter text..

____________________________
(Signature above printed name)
Corporate Secretary

SUBSCRIBED AND SWORN to before me this ____ day of _______________ at
____________________, affiant exhibiting to me his/her government-issued identification card,
to wit ______________________________ .

Doc. No. _____;
Page No. _____;
Book No. _____;
Series of _____.

Revised 03/17/14

2