Common use of Closing Certificates Clause in Contracts

Closing Certificates. (1) The Purchaser shall deliver to the Seller a certificate, dated the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying to the effect that the conditions precedent to the Closing set forth in Section 5.01, Section 5.02(B) and Section 5.02(C) have been satisfied.

Appears in 28 contracts

Samples: Securities Purchase Agreement, Securities Purchase Agreement, Securities Purchase Agreement

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Closing Certificates. (1) The Purchaser shall deliver to the Seller a certificate, dated as of the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying to the effect that the all conditions precedent to the Closing set forth in Section 5.01, Section 5.02(B) and Section 5.02(C) have been satisfied.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Premierwest Bancorp), Securities Purchase Agreement, Securities Purchase Agreement

Closing Certificates. (1) The Purchaser shall deliver have delivered to the Seller a certificate, dated as of the Closing Date, Date and signed on behalf of the Purchaser by a senior executive an authorized officer thereof thereof, certifying to the effect that fulfillment of the conditions precedent to the Closing set forth specified in Section 5.01, Section 5.02(B) Sections 8.1 and Section 5.02(C) have been satisfied8.2 hereof.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Psychiatric Solutions Inc), Stock Purchase Agreement (Psychiatric Solutions Inc), Stock Purchase Agreement (Psychiatric Solutions Inc)

Closing Certificates. (1) The Each Purchaser (other than the Investor) shall deliver to the Seller a certificate, dated as of the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying to the effect that the (i) all conditions precedent to the Closing have been satisfied and (ii) the Company has been properly authorized by such Purchaser to act on such Purchaser’s behalf to the extent set forth in Section 5.01, Section 5.02(B) and Section 5.02(C) have been satisfiedherein.

Appears in 2 contracts

Samples: Securities Purchase Agreement, Securities Purchase Agreement

Closing Certificates. (1) The Each of the Company and the Stockholder shall have delivered to Purchaser shall deliver to the Seller a certificate, dated as of the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying to the effect that the conditions precedent to the Closing set forth in Section 5.01Sections 6.2(a), Section 5.02(B(b) and Section 5.02(C) (c), with respect to such Person, have been satisfied.

Appears in 2 contracts

Samples: Purchase Agreement, Purchase Agreement (Red Lion Hotels CORP)

Closing Certificates. (1) The Purchaser shall deliver have delivered a certificate addressed to the Seller a certificateeach Selling Shareholder, dated the Closing Date, signed on behalf by an authorized signatory of the Purchaser by a senior executive officer thereof Purchaser, certifying to the effect that each of the conditions precedent to the Closing set forth specified in Section 5.01, Section 5.02(BSections 8.2(a) (Representations and Warranties) and Section 5.02(C8.2(b) (Performance of Obligations) have been satisfiedfulfilled.

Appears in 2 contracts

Samples: Share Purchase Agreement, Share Purchase Agreement (Alibaba Group Holding LTD)

Closing Certificates. (1) The Purchaser Buyer shall deliver have delivered to the Seller a certificate, dated as of the Closing Date, signed on behalf by the Chief Executive Officer of the Purchaser by a senior executive officer thereof certifying Buyer to the effect that the conditions precedent to the Closing set forth above in Section 5.01, Section 5.02(B5.3(a) and Section 5.02(C5.3(b) have been satisfied(the “Buyer Closing Certificate”).

Appears in 2 contracts

Samples: Share Purchase Agreement (Hanwha SolarOne Co., Ltd.), Share Purchase Agreement (Hanwha Solar Holdings Co., Ltd.)

Closing Certificates. (1) The Purchaser shall deliver have delivered to the Seller a certificate, dated as of the Closing Date, signed on behalf of the Purchaser Date and executed by a senior an executive officer thereof of Purchaser, certifying to the effect that the conditions precedent to the Closing set forth in this Section 5.016.2 are satisfied, Section 5.02(B) and Section 5.02(C) have been satisfieda secretary’s certificate executed by the Secretary or an Assistant Secretary of Purchaser in form reasonably acceptable to Seller.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Advanced Micro Devices Inc), Asset Purchase Agreement (Broadcom Corp)

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Closing Certificates. (1) The Purchaser shall deliver to have received a certificate signed by an executive officer of the Seller a certificateCompany, dated the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying to the effect that the conditions precedent to the Closing set forth in Section 5.01, Section 5.02(B7.03(a) and Section 5.02(C7.03(b) have been satisfied.

Appears in 2 contracts

Samples: Purchase Agreement (TerraForm Power, Inc.), Amended and Restated Purchase Agreement (TerraForm Power, Inc.)

Closing Certificates. (1) The Purchaser shall deliver have delivered to the Seller a certificate, dated as of the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying to the effect that the all conditions precedent to the Closing set forth in Section 5.01, Section 5.02(B) and Section 5.02(C) have been satisfied.

Appears in 2 contracts

Samples: Securities Purchase Agreement, Securities Purchase Agreement

Closing Certificates. Each Seller shall have executed and delivered a closing certificate to Buyer that (1i) The Purchaser shall deliver to the Seller a certificate, is dated as of the Closing Date, signed on behalf (ii) is substantially in the form of the Purchaser by a senior executive officer thereof certifying to the effect Exhibit D attached hereto, and (iii) certifies that the conditions precedent to the Closing set forth in Section 5.01, Section 5.02(B4.1(a) and Section 5.02(C4.1(b) have been satisfiedfulfilled with respect to such Seller.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Qep Resources, Inc.), Purchase and Sale Agreement (Qep Resources, Inc.)

Closing Certificates. (1) The Purchaser Buyer shall deliver to the Seller have furnished SEE with a certificate, certificate dated as of the Closing Date, Date signed on behalf of the Purchaser by a senior duly authorized executive officer thereof certifying to the effect of Buyer that the conditions precedent to the Closing set forth in Section 5.01, Section 5.02(B7.2(a) and Section 5.02(C7.2(b) hereof have been satisfiedand are satisfied as of the Closing.

Appears in 1 contract

Samples: Purchase Agreement (Sealed Air Corp/De)

Closing Certificates. (1) The Each Purchaser shall deliver have delivered to the Seller a certificate, dated as of the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying to the effect that the all conditions precedent to the Closing set forth in Section 5.01, Section 5.02(B) and Section 5.02(C) have been satisfied.

Appears in 1 contract

Samples: Securities Purchase Agreement (Broadway Financial Corp \De\)

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