Closing Certificate. Seller shall have delivered to Buyer a certificate, dated the Closing Date and duly executed by Seller, certifying that the conditions set forth in Sections 6.2(a) and 6.2(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. Seller Buyer shall have delivered to Buyer Seller a certificate, dated the Closing Date and duly executed by SellerBuyer, certifying that the conditions set forth in Sections 6.2(a6.3(a) and 6.2(b6.3(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. The Seller shall have delivered to Buyer received a certificate, certificate dated the Closing Date and duly executed by Seller, certifying authorized officers of Buyer to the effect that the conditions set forth contained in Sections 6.2(a4.2(a), 4.2(b) and 6.2(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. Seller shall have delivered to Buyer a certificate, dated the Closing Date and duly executed by Seller, certifying that the conditions set forth in Sections 6.2(aSection 6.02(a) and 6.2(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. Seller shall have delivered to Buyer received a certificate, certificate from Purchaser dated the Closing Date and duly executed by Seller, certifying in such detail as Seller may reasonably request that the conditions set forth specified in Sections 6.2(a) 5.2.1 and 6.2(b) 5.2.2 hereof have been satisfiedfulfilled.
Appears in 4 contracts
Sources: Asset Purchase Agreement (Adams Laboratories, Inc.), Asset Purchase Agreement (Advanced Polymer Systems Inc /De/), Asset Purchase Agreement (Adams Respiratory Therapeutics, Inc.)
Closing Certificate. Seller Buyer shall have delivered to Buyer Seller a certificate, dated the Closing Date and duly executed by Seller▇▇▇▇▇, certifying that the conditions set forth in Sections 6.2(aSection 6.03(a) and 6.2(bSection 6.03(b) have been satisfied.
Appears in 3 contracts
Sources: Asset Purchase Agreement (Zevra Therapeutics, Inc.), Asset Purchase Agreement (Bluebird Bio, Inc.), Asset Purchase Agreement (Bluebird Bio, Inc.)
Closing Certificate. Seller shall have delivered to Buyer received a certificate, dated the Closing Date and signed by a duly executed by Sellerauthorized officer of the Buyer, dated as of the Closing, certifying that each of the conditions set forth specified in Sections Section 6.2(a) and Section 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. Seller shall have delivered to Buyer received a certificatecertificate from Purchaser, dated the Closing Date and duly executed by SellerDate, certifying that the conditions set forth specified in Sections 6.2(a7.5(a) and 6.2(b7.5(b) have been satisfiedfulfilled.
Appears in 2 contracts
Sources: Network Asset Purchase Agreement, Network Asset Purchase Agreement (Cincinnati Bell Inc)
Closing Certificate. Seller Buyer shall have delivered to Buyer received from each Seller a certificate, certificate (dated the Closing Date and duly in form and substance reasonably satisfactory to Buyer) executed by each Seller, respectively, certifying that the conditions set forth specified in Sections 6.2(asubsection (b) and 6.2(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. Seller Buyer shall have delivered to Buyer Seller a certificate, dated the Closing Date and duly executed by SellerBuyer, certifying that the conditions set forth in Sections 6.2(a7.3(a) and 6.2(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. Seller shall have delivered to Buyer a certificate, dated the Closing Date and duly executed by Seller, certifying that the conditions set forth in Sections 6.2(a7.2(a) and 6.2(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. At the Closing, Seller shall have delivered to Buyer a certificate, certificate dated the date of the Closing Date and duly executed signed by Seller, certifying stating that the conditions set forth specified in Sections 6.2(aSection 7(a)(i) and 6.2(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. Seller Sellers shall have delivered to Buyer a certificate, dated as of the Closing Date and Date, duly executed by Seller, both Sellers certifying that to the fulfillment of the conditions set forth in Sections 6.2(a5.1(a) and 6.2(b5.1(b) have been satisfied(the “Sellers Closing Certificate”). For avoidance of doubt, for the purposes of Section 7.2, the Sellers Closing Certificate shall for all purposes be deemed to be a complete restatement, as of the Closing Date, by Sellers of the representations and warranties set forth in Article 2.
Appears in 2 contracts
Sources: Stock Purchase Agreement, Stock Purchase Agreement (Hardinge Inc)
Closing Certificate. Seller Buyer shall have delivered to Buyer received a certificate, dated as of the Closing Date and duly executed Date, signed by Seller, Seller certifying that the conditions set forth specified in Sections 6.2(a6.1(a) and 6.2(b6.1(b) have been satisfiedfulfilled.
Appears in 2 contracts
Sources: Asset Purchase Agreement, Asset Purchase Agreement (C-Cor Inc)
Closing Certificate. Seller Buyer shall have delivered to Seller a certificate signed by an authorized officer of Buyer a certificatestating that, dated as of the Closing Date and duly executed by SellerDate, certifying that the conditions set forth in Sections 6.2(a8.1.(a) and 6.2(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. Seller shall have delivered to Buyer a certificatecertificate signed by an authorized officer of Seller stating that, dated as of the Closing Date and duly executed by SellerDate, certifying that the conditions set forth in Sections 6.2(a8.2.(a) and 6.2(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. The Purchaser shall deliver to the Seller shall have delivered to Buyer a certificate, dated the Closing Date and duly executed Date, signed by Seller, the Purchaser certifying to the effect that the conditions precedent to the Closing set forth in Sections 6.2(a) Section 5.01 and 6.2(b) Section 5.02 have been satisfied.
Appears in 2 contracts
Sources: Exchange Agreement, Exchange Agreement
Closing Certificate. Seller Sellers shall have delivered to Buyer received a certificate, dated as of the Closing Date and duly validly executed by Selleron behalf of Buyer and KeyStone, certifying stating that the conditions set forth in Sections 6.2(a6.3(a) and 6.2(b(b) have been satisfied.
Appears in 1 contract
Sources: Membership Interest Purchase Agreement (KeyStone Solutions, Inc.)
Closing Certificate. Seller shall will have delivered to Buyer a certificate, dated the Closing Date and duly executed signed by an officer of Seller, certifying that the conditions set forth in Sections 6.2(a) and 6.2(bSection Section 6.1(a) have been satisfiedmet.
Appears in 1 contract
Closing Certificate. Seller Buyer shall have delivered to Buyer Seller a certificate, dated as of the Closing Date and duly executed by SellerDate, certifying to the effect that the conditions set forth condition specified in Sections 6.2(a6.3(a) and 6.2(b6.3(b) have been satisfied.
Appears in 1 contract
Sources: Purchase Agreement (Hardinge Inc)
Closing Certificate. Each Seller shall have delivered to Buyer Purchaser a certificate, dated the Closing Date and duly executed by Sellerdate of the Closing, certifying to the effect that each of the conditions set forth specified in Sections 6.2(a5.3(a) and 6.2(b(b) have been satisfiedabove is satisfied in all respects.
Appears in 1 contract
Closing Certificate. Seller shall have delivered to Buyer received a certificate, certificate dated as of the Closing Date and duly executed signed on behalf of Buyer by Seller, an authorized officer of Buyer certifying that the conditions set forth in Sections 6.2(a7.2(a), 7.2(b) and 6.2(b7.2(c) have been satisfied.
Appears in 1 contract
Closing Certificate. Seller shall have delivered to Buyer a certificate, dated the Closing Date and duly executed by SellerDate, certifying that the conditions set forth specified in Sections 6.2(a) 5.1.1 and 6.2(b) 5.1.2 have been satisfied.
Appears in 1 contract
Closing Certificate. Seller Sellers shall have delivered to Buyer received a certificate, dated as of the Closing Date and duly validly executed by Selleron behalf of Buyer, certifying stating that the conditions set forth in Sections 6.2(a6.3(a) and 6.2(b6.3(b) have been satisfied.
Appears in 1 contract
Closing Certificate. Seller The Sellers shall have delivered to Buyer received a certificate, certificate dated the Closing Date and duly executed by Seller, certifying authorized officers of Buyer to the effect that the conditions set forth contained in Sections 6.2(a4.2(a), 4.2(b) and 6.2(b4.2(c) have been satisfiedfulfilled.
Appears in 1 contract
Sources: Stock Purchase Agreement (Access Integrated Technologies Inc)
Closing Certificate. Seller The Sellers shall have delivered to Buyer received a certificate, certificate dated the Closing Date and duly executed by Seller, certifying authorized officers of Buyer to the effect that the conditions set forth contained in Sections 6.2(a) 4.2.1, 4.2.2 and 6.2(b) 4.2.3 have been satisfiedfulfilled.
Appears in 1 contract
Sources: Stock Purchase Agreement (Genetronics Biomedical Corp)
Closing Certificate. Seller The Sellers shall have delivered to Buyer received a certificatecertificate of Buyer, dated the Closing Date and duly executed by SellerDate, certifying to the effect that the conditions set forth in Sections 6.2(a) and 6.2(b) have been satisfied.
Appears in 1 contract
Closing Certificate. Seller Buyer shall have delivered to Buyer Seller a certificate, dated the Closing Date and duly executed by SellerBuyer, certifying that the conditions set forth in Sections 6.2(a6.03(a) and 6.2(b6.03(b) have been satisfied.
Appears in 1 contract
Sources: Asset Purchase Agreement (Marinus Pharmaceuticals, Inc.)
Closing Certificate. Seller The Buyer shall have delivered to Buyer received a certificate, dated as of the Closing Date and duly executed signed by the Seller, certifying stating that the conditions set forth specified in Sections Section 6.2(a) and Section 6.2(b) have been satisfied.
Appears in 1 contract
Closing Certificate. Seller shall have delivered to Buyer received a certificate, dated as of the Closing Date and duly validly executed by Selleron behalf of Acquiror, certifying stating that the conditions set forth in Sections 6.2(a7.3(a) and 6.2(b(b) have been satisfied.
Appears in 1 contract
Sources: Transaction Agreement (Wellcare Health Plans, Inc.)
Closing Certificate. Seller There shall have been delivered to Buyer a certificate, certificate dated the Closing Date and duly executed Date, signed by SellerSellers, certifying that confirming the satisfaction of the conditions set forth in Sections 6.2(a8.03(a) and 6.2(b) have been satisfied8.03(b).
Appears in 1 contract
Closing Certificate. Seller Buyer shall have delivered to Buyer Seller a certificate, dated as of the Closing Date and duly executed by SellerB▇▇▇▇, certifying that the conditions set forth in Sections 6.2(aSection 6.03(a) and 6.2(bSection 6.03(b) have been satisfied.
Appears in 1 contract
Sources: Asset Purchase Agreement (Abeona Therapeutics Inc.)
Closing Certificate. Seller shall have delivered to Buyer Purchaser a certificate, dated the Closing Date and signed by a duly executed by authorized officer of Seller, certifying confirming that the conditions set forth in Sections 6.2(aSection 6.01(c) and 6.2(b(d) have been satisfiedsatisfied (the “Seller Certificate”).
Appears in 1 contract
Sources: Asset Purchase Agreement (Fusion Pharmaceuticals Inc.)
Closing Certificate. Seller shall have delivered to Buyer a certificate, dated the Closing Date and duly executed by Seller, certifying that the conditions set forth in Sections 6.2(a6.02(a) and 6.2(b6.02(b) have been satisfied.
Appears in 1 contract
Sources: Asset Purchase Agreement (Marinus Pharmaceuticals, Inc.)
Closing Certificate. Seller Sellers shall have delivered to Buyer received a certificate, dated the Closing Date and duly executed Date, in substantially the form attached as Exhibit B hereto, signed by Selleran executive officer of Buyer, certifying on behalf of Buyer that the conditions set forth specified in Sections 6.2(aSection 7.2(a) and 6.2(bSection 7.2(b) have been satisfied.;
Appears in 1 contract
Sources: Share Purchase Agreement (ID Global Solutions Corp)
Closing Certificate. Seller The Sellers shall have delivered to Buyer the Purchaser a certificate, dated the Closing Date and duly executed by Sellerdate of the Closing, certifying to the effect that each of the conditions set forth specified in Sections 6.2(a6.3(a) and 6.2(b(b) have above has been satisfied.
Appears in 1 contract
Sources: Equity Purchase Agreement (America Online Latin America Inc)
Closing Certificate. Seller shall Buyer will have delivered to Buyer the Sellers’ Representative a certificate, dated the Closing Date and duly executed Date, signed by Sellerthe appropriate representative(s) of Buyer, certifying confirming that each of the conditions set forth specified in Sections 6.2(a) 6.2.1 and 6.2(b) have been satisfied6.2.2 is satisfied in all respects.
Appears in 1 contract
Closing Certificate. Seller Buyer shall have delivered to Buyer received a certificatecertificate from the Sellers, dated the Closing Date and duly executed by SellerDate, certifying to the effect that the conditions set forth in Sections 6.2(a6.3(a) and 6.2(b6.3(b) have been satisfied.
Appears in 1 contract
Closing Certificate. Seller shall have delivered to Buyer a certificate, dated as of the Closing Date and duly executed by Seller, certifying that the conditions set forth in Sections 6.2(aSection 6.02(a) and 6.2(bSection 6.02(b) have been satisfied.
Appears in 1 contract
Sources: Asset Purchase Agreement (Abeona Therapeutics Inc.)
Closing Certificate. Seller shall have delivered to Buyer a certificatecertificate signed by an officer of Seller, dated as of the Closing Date and duly executed by SellerDate, certifying to the effect that the conditions set forth specified in Sections 6.2(aSection 7.2(a) and 6.2(bSection 7.2(b) have been satisfied.
Appears in 1 contract
Closing Certificate. Seller shall have delivered execute and deliver to Buyer a certificate, dated as of the Closing Date and duly executed by SellerDate, certifying stating that the conditions set forth specified in Sections 6.2(aSection 7.1(a) and 6.2(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. Seller shall have delivered to Buyer received a certificatecertificate of Buyer, dated the Closing Date and signed by its duly executed by Sellerauthorized officer, certifying to the effect that the conditions set forth in Sections 6.2(a7.2(a) and 6.2(b(b) have been satisfied.
Appears in 1 contract
Sources: Stock Purchase Agreement (Aleris International, Inc.)
Closing Certificate. Seller Buyer shall have delivered (or be ready, willing and able to Buyer deliver at Closing) to Sellers a certificate, certificate dated the Closing Date and duly executed by Seller, certifying that the conditions set forth specified in Sections 6.2(a7.2(c) and 6.2(b7.2(d) have been satisfiedfulfilled.
Appears in 1 contract
Sources: Purchase and Sale Agreement (Azure Midstream Partners, Lp)
Closing Certificate. Seller Buyer shall have delivered to Buyer Seller a certificate, signed by an officer of Buyer, dated as of the Closing Date and duly executed by SellerDate, certifying to the effect that the conditions set forth specified in Sections 6.2(aSection 7.3(a) and 6.2(bSection 7.3(b) have been satisfied.
Appears in 1 contract
Closing Certificate. The Seller shall have delivered to the Buyer a certificate, dated the Closing Date and duly executed by the Seller, certifying that the conditions set forth specified in Sections 6.2(a) 8.1 and 6.2(b) 8.2 have been satisfiedfulfilled.
Appears in 1 contract
Closing Certificate. Seller shall have delivered to Buyer received a certificatecertificate duly executed by an authorized officer of Buyer, dated the Closing Date and duly executed by SellerDate, certifying to the effect that the conditions set forth in Sections Section 6.2(a) and Section 6.2(b) have been satisfied.
Appears in 1 contract
Sources: Stock Purchase Agreement (Republic Airways Holdings Inc)
Closing Certificate. Seller Buyer shall have delivered to Buyer Seller a certificate, dated the Closing Date and duly executed by SellerB▇▇▇▇, certifying that the conditions set forth in Sections 6.2(aSection 6.03(a) and 6.2(bSection 6.03(b) have been satisfied.
Appears in 1 contract
Sources: Asset Purchase Agreement (Argenx Se)
Closing Certificate. Seller shall have delivered to Buyer a certificate, certificate dated the Closing Date and duly executed by Seller, certifying to the effect that the conditions set forth condition specified in Sections 6.2(a6.2(b) and 6.2(b6.2(c) have has been satisfied.
Appears in 1 contract
Sources: Purchase Agreement (Hardinge Inc)
Closing Certificate. Seller shall have delivered to Buyer Purchaser a certificatecertificate of Seller, dated as of the Closing Date and duly executed by SellerDate, certifying stating that the conditions set forth specified in Sections 6.2(a6.02(a) and 6.2(b6.02(b) have been satisfied.
Appears in 1 contract
Closing Certificate. Seller Purchaser shall have delivered to Buyer Seller a certificate, dated the Closing Date and signed by a duly executed by authorized officer of Seller, certifying confirming that the conditions set forth in Sections 6.2(aSection 6.02(b) and 6.2(b(c) have been satisfiedsatisfied (the “Purchaser Certificate”).
Appears in 1 contract
Sources: Asset Purchase Agreement (Fusion Pharmaceuticals Inc.)
Closing Certificate. At the Closing, Seller shall have delivered to Buyer a certificate, certificate dated the date of the Closing Date and duly executed signed by Seller▇▇▇▇▇▇, certifying stating that the conditions set forth specified in Sections 6.2(aSection 7(a)(i) and 6.2(bSection 7(a)(ii) have been satisfiedsatisfied as of the Closing.
Appears in 1 contract
Sources: Real Estate Purchase Agreement
Closing Certificate. Seller Buyer shall have delivered to Buyer received a certificate, dated the Closing Date and duly executed by Sellersigned on behalf of Selling Parties, certifying that each of the conditions set forth in Sections 6.2(aSection 7.02(a), Section 7.02(b) and 6.2(bSection 7.02(c) have been satisfied.
Appears in 1 contract
Sources: Stock Purchase Agreement (EnerSys)
Closing Certificate. Seller shall have delivered to Buyer a certificate, dated the Closing Date and duly executed by Seller, certifying that the conditions set forth in Sections 6.2(a4.2(a) and 6.2(b4.2(b) have been satisfied.
Appears in 1 contract
Sources: Asset Purchase Agreement (Biomarin Pharmaceutical Inc)
Closing Certificate. Seller Sellers shall have delivered (or be ready, willing and able to deliver at Closing) to Buyer a certificate, certificate dated the Closing Date and duly executed by Seller, certifying that the conditions set forth specified in Sections 6.2(aSection 7.1(d), Section 7.1(e) and 6.2(bSection 7.1(f) have been satisfiedfulfilled.
Appears in 1 contract
Sources: Purchase and Sale Agreement (Azure Midstream Partners, Lp)
Closing Certificate. Seller Buyer shall have delivered to Buyer Seller a certificate, dated the Closing Date and duly executed by SellerDate, certifying that the conditions set forth specified in Sections 6.2(a) Section 5.2.1 and 6.2(b) 5.2.2 have been satisfied.
Appears in 1 contract