Common use of Closing Certificate Clause in Contracts

Closing Certificate. Buyer shall have delivered to Seller a certificate, dated the Closing Date and duly executed by Buyer, certifying that the conditions set forth in Sections 6.3(a) and 6.3(b) have been satisfied.

Appears in 6 contracts

Sources: Asset Purchase Agreement (Albireo Pharma, Inc.), Asset Purchase Agreement (Rhythm Pharmaceuticals, Inc.), Asset Purchase Agreement (Argenx Se)

Closing Certificate. Buyer The Seller shall have delivered to Seller received a certificate, certificate dated the Closing Date and duly executed by Buyer, certifying authorized officers of Buyer to the effect that the conditions set forth contained in Sections 6.3(a4.2(a), 4.2(b) and 6.3(b4.2(c) have been satisfiedfulfilled.

Appears in 6 contracts

Sources: Purchase Agreement (Hammer Fiber Optics Holdings Corp), Purchase Agreement (Hammer Fiber Optics Holdings Corp), Purchase Agreement (Hammer Fiber Optics Holdings Corp)

Closing Certificate. Buyer Seller shall have delivered to Seller Buyer a certificate, dated the Closing Date and duly executed by BuyerSeller, certifying that the conditions set forth in Sections 6.3(a6.2(a) and 6.3(b6.2(b) have been satisfied.

Appears in 6 contracts

Sources: Asset Purchase Agreement (Albireo Pharma, Inc.), Asset Purchase Agreement (Rhythm Pharmaceuticals, Inc.), Asset Purchase Agreement (Argenx Se)

Closing Certificate. Buyer shall have delivered to Seller a certificate, dated the Closing Date and duly executed by Buyer▇▇▇▇▇, certifying that the conditions set forth in Sections 6.3(aSection 6.03(a) and 6.3(bSection 6.03(b) have been satisfied.

Appears in 4 contracts

Sources: Asset Purchase Agreement (Fortress Biotech, Inc.), Asset Purchase Agreement (Zevra Therapeutics, Inc.), Asset Purchase Agreement (Bluebird Bio, Inc.)

Closing Certificate. Buyer Seller shall have delivered to Seller Buyer a certificate, dated the Closing Date and duly executed by BuyerSeller, certifying that the conditions set forth in Sections 6.3(aSection 6.02(a) and 6.3(bSection 6.02(b) have been satisfied.

Appears in 4 contracts

Sources: Asset Purchase Agreement (Zevra Therapeutics, Inc.), Asset Purchase Agreement (Bluebird Bio, Inc.), Asset Purchase Agreement (Argenx Se)

Closing Certificate. Buyer shall have delivered to Seller received at the Closing a certificate, certificate dated the Closing Date and duly validly executed by Buyer, certifying an executive officer of Seller to the effect that the conditions set forth specified in Sections 6.3(aparagraphs (a), (b), and (c) and 6.3(b) of this Section 8.1 have been satisfied.

Appears in 3 contracts

Sources: Membership Interest Purchase Agreement (Cleanspark, Inc.), Membership Interest Purchase Agreement (Cleanspark, Inc.), Membership Interest Purchase Agreement (Cleanspark, Inc.)

Closing Certificate. Buyer At the Closing, Seller shall have delivered to Seller Buyer a certificate, certificate dated the date of the Closing Date and duly executed signed by BuyerSeller, certifying stating that the conditions set forth specified in Sections 6.3(aSection 7(a)(i) and 6.3(bSection 7(a)(ii) have been satisfiedsatisfied as of the Closing.

Appears in 2 contracts

Sources: Agreement and Plan of Merger (Red White & Bloom Brands Inc.), Real Estate Purchase Agreement (Red White & Bloom Brands Inc.)

Closing Certificate. Buyer shall have delivered to Seller received a certificate, dated the Closing Date and signed by a duly executed by Buyerauthorized officer of each Group Company, dated as of the Closing, certifying that each of the conditions set forth specified in Sections 6.3(aSection 6.1(a) and 6.3(bSection 6.1(b) have been fully satisfied.

Appears in 2 contracts

Sources: Membership Interest Purchase Agreement (Assisted 4 Living, Inc.), Membership Interest Purchase Agreement (Assisted 4 Living, Inc.)

Closing Certificate. Buyer shall have The Seller has delivered to Seller the Purchaser a certificate, dated as of the Closing Date and duly executed Date, signed by Buyeran authorized officer of the Seller, certifying that the conditions set forth specified in Sections 6.3(aSection 6.2(a) and 6.3(bthrough Section 6.2(f) have been are satisfied.

Appears in 2 contracts

Sources: Share Purchase Agreement (CDH Fund VI, L.P.), Share Purchase Agreement (1Globe Capital LLC)

Closing Certificate. Buyer The Purchaser shall have delivered deliver to the Seller a certificate, dated the Closing Date and duly executed Date, signed by Buyer, the Purchaser certifying to the effect that the conditions precedent to the Closing set forth in Sections 6.3(a) Section 5.01 and 6.3(b) Section 5.02 have been satisfied.

Appears in 2 contracts

Sources: Exchange Agreement, Exchange Agreement

Closing Certificate. Buyer Purchaser shall have delivered to Seller a certificate, dated the date of the Closing Date and duly executed by Buyera duly authorized officer, certifying to the effect that each of the conditions set forth specified in Sections 6.3(a7.2(a) and 6.3(b(b) have been satisfiedabove is satisfied in all respects.

Appears in 2 contracts

Sources: Stock Purchase Agreement (Intersections Inc), Stock Purchase Agreement (China Healthcare Acquisition Corp.)

Closing Certificate. Buyer Sellers shall have delivered to Seller each Buyer a certificate, certificate dated as of the Closing Date and duly validly executed by Buyer, certifying both Sellers representing that the conditions set forth in Sections 6.3(a) and 6.3(b) this ARTICLE VIII have been satisfiedsatisfied in full (unless otherwise waived in accordance with the terms hereof).

Appears in 2 contracts

Sources: Master Purchase Agreement, Master Purchase Agreement (Camtek LTD)

Closing Certificate. Buyer shall have delivered to Seller Sellers a certificate, dated as of the Closing Date and Date, duly executed by Buyer, Buyer certifying that to the fulfillment of the conditions set forth in Sections 6.3(a5.2(a) and 6.3(b5.2(b) have been satisfied(the “Buyer Closing Certificate”). For avoidance of doubt, for the purposes of Section 7.2, the Buyer Closing Certificate shall for all purposes be deemed to be a complete restatement, as of the Closing Date, by Buyer of the representations and warranties set forth in Article 3.

Appears in 2 contracts

Sources: Stock Purchase Agreement, Stock Purchase Agreement (Hardinge Inc)

Closing Certificate. Buyer shall have delivered to received from each Seller a certificate, certificate (dated the Closing Date and duly in form and substance reasonably satisfactory to Buyer) executed by Buyereach Seller, respectively, certifying that the conditions set forth specified in Sections 6.3(asubsection (b) and 6.3(b(c) of this Section 7.1 have been satisfiedfulfilled.

Appears in 2 contracts

Sources: Contribution and Membership Interest Purchase Agreement (DJSP Enterprises, Inc.), Contribution and Membership Interest Purchase Agreement (Chardan 2008 China Acquisition Corp.)

Closing Certificate. Buyer shall have delivered deliver to Seller a certificate, Closing Certificate dated as of the Closing Date and duly Date, executed by an executive officer of Buyer, certifying that all of the conditions set forth in Sections 6.3(a) and 6.3(b) Section 8.2 have been satisfied.

Appears in 2 contracts

Sources: Purchase and Sale Agreement, Purchase and Sale Agreement (Resolute Energy Corp)

Closing Certificate. Buyer Seller shall have delivered to Seller Buyer a certificate, dated the Closing Date and duly executed by BuyerSeller, certifying that the conditions set forth in Sections 6.3(a7.2(a) and 6.3(b7.2(b) have been satisfied.

Appears in 2 contracts

Sources: PRV Transfer Agreement (Gw Pharmaceuticals PLC), PRV Transfer Agreement (Biohaven Pharmaceutical Holding Co Ltd.)

Closing Certificate. Buyer shall have delivered to Seller a certificatecertificate signed by an authorized officer of Buyer stating that, dated as of the Closing Date and duly executed by BuyerDate, certifying that the conditions set forth in Sections 6.3(a8.1.(a) and 6.3(b8.1.(b) have been satisfied.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Amphastar Pharmaceuticals, Inc.), Asset Purchase Agreement (Amphastar Pharmaceuticals, Inc.)

Closing Certificate. Buyer shall have delivered to Seller a certificate, dated as of the Closing Date and duly executed Date, signed by the Managing Director of Buyer, certifying confirming that the conditions set forth in Sections 6.3(a9(a) and 6.3(b9(b) have been satisfied.

Appears in 2 contracts

Sources: Membership Interests Purchase Agreement (CorEnergy Infrastructure Trust, Inc.), Membership Interests Purchase Agreement (Arc Logistics Partners LP)

Closing Certificate. Buyer Seller shall have delivered to Seller received a certificate, dated the Closing Date and signed by a duly executed by authorized officer of the Buyer, dated as of the Closing, certifying that each of the conditions set forth specified in Sections 6.3(aSection 6.2(a) and 6.3(bSection 6.2(b) have been fully satisfied.

Appears in 2 contracts

Sources: Membership Interest Purchase Agreement (Assisted 4 Living, Inc.), Membership Interest Purchase Agreement (Assisted 4 Living, Inc.)

Closing Certificate. Buyer Purchaser shall have delivered to Seller received a certificatecertificate from Seller, dated the Closing Date and duly executed by BuyerDate, certifying that the conditions set forth specified in Sections 6.3(a7.4(a) and 6.3(b7.4(b) have been satisfiedfulfilled.

Appears in 2 contracts

Sources: Network Asset Purchase Agreement, Network Asset Purchase Agreement (Cincinnati Bell Inc)

Closing Certificate. Buyer Seller shall have delivered to Buyer a certificate signed by an authorized officer of Seller a certificatestating that, dated as of the Closing Date and duly executed by BuyerDate, certifying that the conditions set forth in Sections 6.3(a8.2.(a) and 6.3(b8.2.(b) have been satisfied.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Amphastar Pharmaceuticals, Inc.), Asset Purchase Agreement (Amphastar Pharmaceuticals, Inc.)

Closing Certificate. Buyer shall have delivered to Seller a certificate, dated the Closing Date and duly executed by Buyer, certifying that the conditions set forth in Sections 6.3(a7.3(a) and 6.3(b7.3(b) have been satisfied.

Appears in 2 contracts

Sources: PRV Transfer Agreement (Gw Pharmaceuticals PLC), PRV Transfer Agreement (Biohaven Pharmaceutical Holding Co Ltd.)

Closing Certificate. Buyer shall have delivered to Seller received a certificate, dated as of the Closing Date and duly executed Date, signed by Buyer, Seller certifying that the conditions set forth specified in Sections 6.3(a6.1(a) and 6.3(b6.1(b) have been satisfiedfulfilled.

Appears in 2 contracts

Sources: Asset Purchase Agreement, Asset Purchase Agreement (C-Cor Inc)

Closing Certificate. Buyer shall have delivered to Seller a certificate, dated the Closing Date and duly executed by BuyerDate, certifying that the conditions set forth specified in Sections 6.3(a) Section 5.2.1 and 6.3(b) 5.2.2 have been satisfied.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Infocrossing Inc)

Closing Certificate. Buyer shall have delivered to Seller received a certificatecertificate from the Representative on behalf of the Shareholders, dated the Closing Date and duly executed by BuyerDate, certifying to the effect that the conditions set forth in Sections 6.3(a) 7.3(a), (b), (e), (f), and 6.3(b(h) have been satisfied.

Appears in 1 contract

Sources: Stock Purchase Agreement (McJunkin Red Man Holding Corp)

Closing Certificate. Buyer Seller shall have delivered to Seller Buyer a certificate, dated the Closing Date and duly executed by BuyerDate, certifying that the conditions set forth specified in Sections 6.3(a) 5.1.1 and 6.3(b) 5.1.2 have been satisfied.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Infocrossing Inc)

Closing Certificate. Buyer The Seller shall have delivered to Seller the Buyer in writing, at and as of the Closing, a certificate, dated certificate in form and substance satisfactory to the Closing Date Buyer and duly executed by Buyer's counsel, certifying that the conditions set forth in each of Sections 6.3(a) 5.1, 5.2, and 6.3(b) 5.3 have been satisfied.

Appears in 1 contract

Sources: Stock Purchase Agreement (Ply Gem Industries Inc)

Closing Certificate. Buyer The Purchasers shall have delivered to Seller the Sellers a certificate, dated the date of the Closing Date and duly executed by Buyera duly authorized officer, certifying to the effect that each of the conditions set forth specified in Sections 6.3(a6.2(a) and 6.3(b(b) have above has been satisfied.

Appears in 1 contract

Sources: Equity Purchase Agreement (America Online Latin America Inc)

Closing Certificate. Buyer shall have delivered to Seller received a certificate, certificate dated as of the Closing Date and duly executed signed on behalf of Seller by Buyer, an authorized officer of Seller certifying that the conditions set forth in Sections 6.3(a7.3(a), 7.3(b) and 6.3(b7.3(c) have been satisfied.

Appears in 1 contract

Sources: Purchase Agreement (KORE Group Holdings, Inc.)

Closing Certificate. Buyer Seller shall have delivered to Seller Buyer a certificate, dated the Closing Date and duly executed by BuyerSeller, certifying that the conditions set forth in Sections 6.3(a4.2(a) and 6.3(b4.2(b) have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Biomarin Pharmaceutical Inc)

Closing Certificate. Buyer shall have delivered to Seller a certificate, dated the Closing Date and duly executed by Buyer, certifying that the conditions set forth in Sections 6.3(a6.03(a) and 6.3(b6.03(b) have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Marinus Pharmaceuticals, Inc.)

Closing Certificate. The Buyer shall have delivered to Seller received a certificate, dated as of the Closing Date and duly executed signed by Buyerthe Seller, certifying stating that the conditions set forth specified in Sections 6.3(aSection 6.2(a) and 6.3(bSection 6.2(b) have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Newpark Resources Inc)

Closing Certificate. Buyer Seller shall have delivered to Seller Purchaser a certificate, dated the Closing Date and signed by a duly executed by Buyerauthorized officer of Seller, certifying confirming that the conditions set forth in Sections 6.3(aSection 6.01(c) and 6.3(b(d) have been satisfiedsatisfied (the “Seller Certificate”).

Appears in 1 contract

Sources: Asset Purchase Agreement (Fusion Pharmaceuticals Inc.)

Closing Certificate. Buyer The Sellers shall have delivered to Seller received a certificatecertificate executed by the Purchasers, dated the Closing Date Date, in form and duly executed by Buyersubstance satisfactory to the Sellers and their counsel, certifying that as to the fulfillment of the conditions set forth in Sections 6.3(a7(b) and 6.3(b) have been satisfied7(c).

Appears in 1 contract

Sources: Partnership Interest Purchase and Sale Agreement (Teco Energy Inc)

Closing Certificate. Buyer Seller shall have delivered to Seller received a certificate, dated the Closing Date and signed by a duly executed by authorized officer of the Buyer, dated as of the Closing, certifying that each of the conditions set forth specified in Sections 6.3(a) Section 0 and 6.3(b) Section 0 have been fully satisfied.

Appears in 1 contract

Sources: Membership Interest Purchase Agreement (Assisted 4 Living, Inc.)

Closing Certificate. Buyer The Seller shall have delivered to Seller received a certificatecertificate from the Buyer, dated the Closing Date and duly executed Date, signed by the Buyer, certifying that confirming the satisfaction of the conditions set forth in Sections 6.3(aSection 7.3(a) and 6.3(b) have been satisfiedSection 7.3(b).

Appears in 1 contract

Sources: Share Purchase and Subscription Agreement (ReneSola LTD)

Closing Certificate. Buyer shall have delivered to Seller in writing, at and as of the Closing, a certificate, dated the Closing Date and certificate duly executed by an officer of Buyer, certifying in form and substance reasonably satisfactory to Seller’s counsel, to the effect that the conditions set forth in each of Sections 6.3(a) 10.1, 10.2 and 6.3(b) 10.3 have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Imarx Therapeutics Inc)

Closing Certificate. Buyer The Sellers shall have delivered to Seller received a certificate, certificate dated the Closing Date and duly executed by Buyer, certifying authorized officers of Buyer to the effect that the conditions set forth contained in Sections 6.3(a4.2(a), 4.2(b) and 6.3(b4.2(c) have been satisfiedfulfilled.

Appears in 1 contract

Sources: Stock Purchase Agreement (Access Integrated Technologies Inc)

Closing Certificate. Buyer shall have delivered to Seller received a certificatecertificate from the Sellers, dated the Closing Date and duly executed by BuyerDate, certifying to the effect that the conditions set forth in Sections 6.3(a) and 6.3(b) have been satisfied.

Appears in 1 contract

Sources: Purchase Agreement (Aleris International, Inc.)

Closing Certificate. Buyer Sellers shall have delivered to Seller received a certificate, dated as of the Closing Date and duly validly executed by on behalf of Buyer, certifying stating that the conditions set forth in Sections 6.3(a) and 6.3(b) have been satisfied.

Appears in 1 contract

Sources: Share Purchase Agreement (Rekor Systems, Inc.)

Closing Certificate. Buyer The Seller shall have delivered to Seller the Company a certificate, dated as of the Closing Date and duly executed signed by Buyeran authorized person of the Seller, certifying to the effect that the conditions set forth in Sections 6.3(a) and 6.3(bSection 5.2(a) have been satisfied.

Appears in 1 contract

Sources: Stock Purchase Agreement (Atkore International Group Inc.)

Closing Certificate. Buyer shall have delivered to Seller and BPI a certificate, dated the Closing Date and duly executed by Buyer, certifying that the conditions set forth in Sections 6.3(a4.3(a) and 6.3(b4.3(b) have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Biomarin Pharmaceutical Inc)

Closing Certificate. Buyer Seller shall have delivered to Seller received a certificate, dated as of the Closing Date and duly validly executed by Buyeron behalf of Acquiror, certifying stating that the conditions set forth in Sections 6.3(a7.3(a) and 6.3(b(b) have been satisfied.

Appears in 1 contract

Sources: Transaction Agreement (Wellcare Health Plans, Inc.)

Closing Certificate. Buyer Seller shall have delivered to Seller Purchaser a certificatecertificate of Seller, dated as of the Closing Date and duly executed by BuyerDate, certifying stating that the conditions set forth specified in Sections 6.3(a6.02(a) and 6.3(b6.02(b) have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Pinnacle Foods Inc.)

Closing Certificate. Buyer Sellers shall have delivered (or be ready, willing and able to Seller deliver at Closing) to Buyer a certificate, certificate dated the Closing Date and duly executed by Buyer, certifying that the conditions set forth specified in Sections 6.3(aSection 7.1(d), Section 7.1(e) and 6.3(bSection 7.1(f) have been satisfiedfulfilled.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Azure Midstream Partners, Lp)

Closing Certificate. Buyer The Purchaser shall have delivered to Seller received a certificate, dated the Closing Date and signed by a duly executed by Buyerauthorized officer of the Seller, certifying stating on behalf of the Seller that each of the conditions set forth in Sections 6.3(aSection 6.02(a), Section 6.02(b) and 6.3(bSection 6.02(d) have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Summit Materials, LLC)

Closing Certificate. Buyer Seller shall have delivered to Seller Buyer a certificate, dated as of the Closing Date and duly executed by BuyerSeller, certifying that the conditions set forth in Sections 6.3(aSection 6.02(a) and 6.3(bSection 6.02(b) have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Abeona Therapeutics Inc.)

Closing Certificate. Buyer The Seller shall have executed and delivered to Seller a certificate, dated the Buyer at and as of the Closing Date certificates, in form and duly executed by substance satisfactory to the Buyer and the Buyer's counsel, certifying that the conditions set forth specified in each of Sections 6.3(a) 7.2, 7.3 and 6.3(b) 7.5 have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Premier Research Worldwide LTD)

Closing Certificate. Seller shall execute and deliver to Buyer shall have delivered to Seller a certificate, dated as of the Closing Date and duly executed by BuyerDate, certifying stating that the conditions set forth specified in Sections 6.3(aSection 7.1(a) and 6.3(bSection 7.1(b) have been satisfiedsatisfied (the “Seller’s Closing Certificate”).

Appears in 1 contract

Sources: Membership Interest Purchase Agreement (Altus Power, Inc.)

Closing Certificate. Buyer shall have delivered to Seller received a certificate, dated the Closing Date and duly executed by Buyersigned on behalf of Selling Parties, certifying that each of the conditions set forth in Sections 6.3(aSection 7.02(a), Section 7.02(b) and 6.3(bSection 7.02(c) have been satisfied.

Appears in 1 contract

Sources: Stock Purchase Agreement (EnerSys)

Closing Certificate. Buyer shall have delivered to Seller a certificate, dated the Closing Date and duly executed by BuyerB▇▇▇▇, certifying that the conditions set forth in Sections 6.3(aSection 6.03(a) and 6.3(bSection 6.03(b) have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Argenx Se)

Closing Certificate. Buyer Purchaser shall have delivered to Seller a certificatecertificate of Purchaser, dated as of the Closing Date and duly executed by BuyerDate, certifying stating that the conditions set forth specified in Sections 6.3(a6.03(a) and 6.3(b6.03(b) have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Pinnacle Foods Inc.)

Closing Certificate. Buyer The Sellers shall have delivered to Seller received a certificatecertificate of Buyer, dated the Closing Date and duly executed by BuyerDate, certifying to the effect that the conditions set forth in Sections 6.3(a6.2(a) and 6.3(b6.2(b) have been satisfied.

Appears in 1 contract

Sources: Purchase Agreement (Aleris International, Inc.)

Closing Certificate. Buyer shall have delivered (or be ready, willing and able to Seller deliver at Closing) to Sellers a certificate, certificate dated the Closing Date and duly executed by Buyer, certifying that the conditions set forth specified in Sections 6.3(a7.2(c) and 6.3(b7.2(d) have been satisfiedfulfilled.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Azure Midstream Partners, Lp)

Closing Certificate. Buyer Purchaser shall have delivered to Seller a certificate, dated the Closing Date and signed by a duly executed by Buyerauthorized officer of Seller, certifying confirming that the conditions set forth in Sections 6.3(aSection 6.02(b) and 6.3(b(c) have been satisfiedsatisfied (the “Purchaser Certificate”).

Appears in 1 contract

Sources: Asset Purchase Agreement (Fusion Pharmaceuticals Inc.)

Closing Certificate. Buyer Seller shall have delivered to Seller received a certificate, dated the Closing Date and signed by a duly executed by authorized officer of Buyer, certifying that each of the conditions set forth in Sections 6.3(aSection 7.03(a) and 6.3(bSection 7.03(b) have been satisfied.

Appears in 1 contract

Sources: Stock Purchase Agreement (EnerSys)

Closing Certificate. Buyer The Seller shall have delivered to Seller the Buyer a certificate, dated the Closing Date and duly executed by Buyerthe Seller, certifying that the conditions set forth specified in Sections 6.3(a) 8.1 and 6.3(b) 8.2 have been satisfiedfulfilled.

Appears in 1 contract

Sources: Stock Purchase Agreement (Debt Resolve Inc)

Closing Certificate. Buyer Seller shall have delivered to Seller Buyer a certificate, dated the Closing Date and duly executed by BuyerSeller, certifying that the conditions set forth in Sections 6.3(a6.02(a) and 6.3(b6.02(b) have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Marinus Pharmaceuticals, Inc.)

Closing Certificate. Buyer The Sellers shall have delivered to Seller received a certificate, certificate dated the Closing Date and duly executed by Buyer, certifying authorized officers of Buyer to the effect that the conditions set forth contained in Sections 6.3(a) 4.2.1, 4.2.2 and 6.3(b) 4.2.3 have been satisfiedfulfilled.

Appears in 1 contract

Sources: Stock Purchase Agreement (Genetronics Biomedical Corp)

Closing Certificate. Buyer Seller shall have delivered to Seller Buyer in writing, at and as of the Closing, a certificate, dated the Closing Date certificate in form and duly executed by substance reasonably satisfactory to Buyer and Buyer, ’s counsel certifying that the conditions set forth in each of Sections 6.3(a) 7.1, 7.2, 7.3 and 6.3(b) 7.4 have been satisfied.

Appears in 1 contract

Sources: Stock Purchase Agreement (CBRL Group Inc)

Closing Certificate. Buyer Sellers shall have delivered to Seller received a certificate, dated as of the Closing Date and duly validly executed by Buyeron behalf of Buyer and KeyStone, certifying stating that the conditions set forth in Sections 6.3(a) and 6.3(b(b) have been satisfied.

Appears in 1 contract

Sources: Membership Interest Purchase Agreement (KeyStone Solutions, Inc.)

Closing Certificate. Buyer Seller shall have delivered to Seller Buyer a certificate, certificate dated the Closing Date and duly executed by Buyer, certifying to the effect that the conditions set forth condition specified in Sections 6.3(a6.2(b) and 6.3(b6.2(c) have has been satisfied.

Appears in 1 contract

Sources: Purchase Agreement (Hardinge Inc)

Closing Certificate. The Buyer shall have delivered to the Seller in writing, at and as of the Closing, a certificate, dated the Closing Date and certificate duly executed by the Buyer, certifying in form and substance satisfactory to the Seller and the Seller’s counsel, to the effect that the conditions set forth in each of Sections 6.3(a) 8.1 and 6.3(b) 8.2 have been satisfied; provided, however, that if the parties execute this Agreement and conduct the Closing simultaneously, then the execution of this Agreement by the Buyer shall be deemed to constitute such certification.

Appears in 1 contract

Sources: Asset Purchase Agreement (CSP Inc /Ma/)

Closing Certificate. Buyer shall have delivered to Seller furnished the Company with a certificate, certificate dated the Closing Date and duly executed signed by Buyer, certifying an officer of Buyer to the effect that the conditions set forth in Sections 6.3(aSection 7.3(a) and 6.3(b7.3(b) have been satisfied.

Appears in 1 contract

Sources: Securities Purchase Agreement (Dynacast International Inc.)

Closing Certificate. Buyer shall have delivered to Seller a certificate, dated as of the Closing Date and duly executed by BuyerDate, certifying to the effect that the conditions set forth condition specified in Sections 6.3(a) and 6.3(b) have been satisfied.

Appears in 1 contract

Sources: Purchase Agreement (Hardinge Inc)

Closing Certificate. Buyer Purchaser shall have delivered to Seller Sellers a certificate, dated the date of the Closing Date and duly executed by Buyera duly authorized officer, certifying to the effect that each of the conditions set forth specified in Sections 6.3(a5.2(a) and 6.3(b(b) have been satisfiedabove is satisfied in all respects.

Appears in 1 contract

Sources: Share Purchase Agreement (Optelecom Inc)

Closing Certificate. Buyer Seller shall have delivered to Seller received a certificatecertificate of Buyer, dated the Closing Date and signed by its duly executed by Buyerauthorized officer, certifying to the effect that the conditions set forth in Sections 6.3(a7.2(a) and 6.3(b(b) have been satisfied.

Appears in 1 contract

Sources: Stock Purchase Agreement (Aleris International, Inc.)

Closing Certificate. Buyer shall have delivered to Seller and the Companies a certificate, signed by an authorized officer of Buyer, dated the Closing Date and duly executed by BuyerDate, certifying to the effect that the conditions set forth specified in Sections 6.3(a) and 6.3(b) have Section 7.3(a)have been satisfied.

Appears in 1 contract

Sources: Securities Purchase Agreement (XWELL, Inc.)

Closing Certificate. Buyer shall have delivered to Seller received a certificate, dated the Closing Date and duly executed by BuyerDate, in substantially the form attached as Exhibit A hereto, certifying that the conditions set forth specified in Sections 6.3(a7.1(a), (b), (c), (d) and 6.3(b(e) have been satisfied.;

Appears in 1 contract

Sources: Share Purchase Agreement (ID Global Solutions Corp)

Closing Certificate. Buyer shall have delivered to Seller a certificate, signed by an officer of Buyer, dated as of the Closing Date and duly executed by BuyerDate, certifying to the effect that the conditions set forth specified in Sections 6.3(aSection 7.3(a) and 6.3(bSection 7.3(b) have been satisfied.

Appears in 1 contract

Sources: Stock Purchase Agreement (Cott Corp /Cn/)

Closing Certificate. Buyer The Sellers shall have delivered to Seller the Purchaser a certificate, dated the Closing Date and duly executed by Buyerdate of the Closing, certifying to the effect that each of the conditions set forth specified in Sections 6.3(a) and 6.3(b(b) have above has been satisfied.

Appears in 1 contract

Sources: Equity Purchase Agreement (America Online Latin America Inc)

Closing Certificate. Buyer Seller shall have delivered to Seller received a certificatecertificate duly executed by an authorized officer of Buyer, dated the Closing Date and duly executed by BuyerDate, certifying to the effect that the conditions set forth in Sections 6.3(aSection 6.2(a) and 6.3(bSection 6.2(b) have been satisfied.

Appears in 1 contract

Sources: Stock Purchase Agreement (Republic Airways Holdings Inc)

Closing Certificate. Buyer shall have delivered to Seller a certificate, dated as of the Closing Date and duly executed by BuyerB▇▇▇▇, certifying that the conditions set forth in Sections 6.3(aSection 6.03(a) and 6.3(bSection 6.03(b) have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Abeona Therapeutics Inc.)

Closing Certificate. Buyer shall have delivered to Seller received a certificate, certificate dated the Closing Date and duly executed by Buyer, certifying the Sellers and an authorized officer of the Company to the effect that the conditions set forth expressed in Sections 6.3(a4.1(b), 4.1(c) and 6.3(b4.1(d) have been satisfiedfulfilled.

Appears in 1 contract

Sources: Stock Purchase Agreement (Access Integrated Technologies Inc)