CLOSING CERTIFICATES AND MISCELLANEOUS. 6. A Certificate signed by the President, a Vice President or a Financial Officer of the Borrower certifying the following: (i) all of the representations and warranties of the Borrower set forth in the Loan Agreement are true and correct and (ii) no Default has occurred and is then continuing.
CLOSING CERTIFICATES AND MISCELLANEOUS. 7. A Certificate signed by the Chief Executive Officer or a Financial Officer of the Borrower certifying the following: (i) all of the representations and warranties of the Borrower set forth in the Credit Agreement are true and correct and (ii) no Default or Event of Default has occurred and is then continuing.
CLOSING CERTIFICATES AND MISCELLANEOUS. 8. A Certificate signed by an Authorized Officer of the Borrower certifying the following: on the Effective Date (1) no Default or Event of Default has occurred and is continuing and (2) the representations and warranties contained in Article V of the Credit Agreement are true and correct in all material respects (except to the extent already qualified by materiality, in which case said representations and warranties are true and correct in all respects) as of such date except to the extent any such representation or warranty is stated to relate solely to an earlier date, in which case such representation or warranty shall have been true and correct in all material respects (except to the extent already qualified by materiality, in which case said representations and warranties are true and correct in all respects) on and as of such earlier date. EXHIBIT J PRO FORMA BORROWING BASE CERTIFICATE [ , 20 ] The undersigned herby certifies that as of the above date, WRECO and TRI Pointe Homes were in compliance with the Financial Covenant Tests as provided for in the Credit Agreement. Borrower is in compliance with all covenants, terms and conditions applicable to Borrower and each Guarantor under or pursuant to the Credit Documents. Other than as hereinafter disclosed there exists no Event of Default or Default by the Borrower or Guarantors under the Credit Agreement. In addition, this Borrowing Base Certificate is in compliance with all terms of the Credit Agreement dated as of , (as amended, modified, renewed or extended from time to time) among TRI Pointe Homes (“Borrower”) , the Lenders party thereto and U.S Bank National Association, as Administrative Agent for the Lenders and LC Issuer(s). ($ in thousands) Total Borrowing Base Available Commitment Aggregate Commitment: $ [425,000 ] Borrowing Base Value: $ [ ] Less: Borrowing Base Debt Borrowed Money, net: -$ [ ] Borrowed Money (General Partner Liability) $ [0 ] Repayment Guarantees $ [0 ] Loan Obligations/Advances $ [0 ] Contingent Obligations (due and payable) $ [0 ] Total Borrowing Base Debt: -$ [ ] Letters of Credit: $ 0 $ 0 Excess: $ [ ] Available Revolving Credit [$ 425,000 ] Certified: By: Name: Title: Sample Proforma Borrowing Base Valuation & Certification Pre-Merger (See Attached) BORROWING BASE CERTIFICATE May 31, 2014 The undersigned herby certifies that as of the above date, WRECO and TRI Pointe Homes were in compliance with the Financial Covenant Tests as provided for in the Credit Agreement. ...
CLOSING CERTIFICATES AND MISCELLANEOUS. 14. A Certificate signed by the President, a Vice President or a Financial Officer of the Company certifying that:
CLOSING CERTIFICATES AND MISCELLANEOUS. 1. A Certificate signed by the President, a Vice President or a Financial Officer of the Borrower certifying the following: (i) that all of the representations and warranties contained in Article III of the Credit Agreement are true and correct and (ii) that no Default or Event of Default has occurred and is then continuing.
CLOSING CERTIFICATES AND MISCELLANEOUS. 6. A Certificate signed by an Authorized Officer of the Borrower certifying the following: on the Effective Date (1) no Default or Event of Default has occurred and is continuing and (2) the representations and warranties contained in Article V of the Credit Agreement are (x) with respect to any representations or warranties that contain a materiality qualifier, true and correct in all respects, except to the extent any such representation or warranty is stated to relate solely to an earlier date, in which case such representation or warranty shall have been true and correct in all respects on and as of such earlier date and (y) with respect to any representations or warranties that do not contain a materiality qualifier, true and correct in all material respects, except to the extent any such representation or warranty is stated to relate solely to an earlier date, in which case such representation or warranty shall have been true and correct in all material respects on and as of such earlier date.
CLOSING CERTIFICATES AND MISCELLANEOUS. 8. Initial Compliance Certificate dated as of the Closing Date reflecting calculations as of March 31, 2007.
CLOSING CERTIFICATES AND MISCELLANEOUS. 13. A Certificate signed by the President, a Vice President or a Financial Officer of the Company certifying the following: (i) all of the representations and warranties of the Company set forth in the Credit Agreement are true and correct in all material respects (or in all respects if the applicable representation or warranty is qualified by materiality or Material Adverse Effect), except to the extent that such representation and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date and (ii) no Default or Event of Default has occurred and is then continuing.
CLOSING CERTIFICATES AND MISCELLANEOUS. 18. Payout and Termination Letter with respect to the Existing Credit Agreement evidencing, to the Global Administrative Agent’s satisfaction, the termination of the Existing Credit Agreement.
CLOSING CERTIFICATES AND MISCELLANEOUS. 10. A certificate signed by the chief financial officer of the Company, dated as of the Effective Date: (i) stating that no Default has occurred and is continuing; (ii) stating that the representations and warranties contained in Article III of the Credit Agreement are true and correct as of such date, (iii) certifying any other factual matters as may be reasonably requested by the Administrative Agent and (iv) stating that, after giving effect to the Transactions, the Loan Parties, taken as a whole, are solvent and will be solvent subsequent to incurring the Indebtedness in connection with the Transactions.
