Common use of Closing Certificates Clause in Contracts

Closing Certificates. The Administrative Agent (or its counsel) shall have received a certificate of each of the Borrower and the other Guarantors, dated the Closing Date, substantially in the form of Exhibit E, with appropriate insertions, executed by any Authorized Officer and the Secretary or any Assistant Secretary of the Borrower and each Guarantor, as applicable.

Appears in 10 contracts

Samples: Credit Agreement (Applovin Corp), Credit Agreement (Applovin Corp), Credit Agreement (Applovin Corp)

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Closing Certificates. The Administrative Agent (or its counsel) shall have received a an officer’s certificate of each the Borrower, dated the Closing Date, substantially in the form of Exhibit D, and a secretary’s certificate of the Borrower and the other GuarantorsBorrower, dated the Closing Date, substantially in the form of Exhibit E, in each case executed by a Responsible Officer of the Borrower, with appropriate insertions, executed by any Authorized Officer insertions and attachments in form and substance satisfactory to the Secretary or any Assistant Secretary of the Borrower and each Guarantor, as applicableAdministrative Agent.

Appears in 6 contracts

Samples: Credit Agreement (Nv Energy, Inc.), Credit Agreement (Nv Energy, Inc.), Credit Agreement (Nv Energy, Inc.)

Closing Certificates. The Administrative Agent (or its counsel) shall have received (i) a certificate of each of the Borrower and the other GuarantorsBorrower, dated the Closing Date, substantially executed by the secretary or an assistant secretary of the Borrower, attaching the documents referred to in Sections 3.1(d) and (e) below and (ii) a certificate of the form of Exhibit EBorrower, with appropriate insertionsdated the Closing Date, executed by any an Authorized Officer and the Secretary or any Assistant Secretary of the Borrower Borrower, certifying as to the conditions referred to in Sections 3.1(e) and each Guarantor, as applicable(g) below.

Appears in 4 contracts

Samples: Revolving Credit Agreement (Las Vegas Sands Corp), Revolving Credit Agreement (Las Vegas Sands Corp), Revolving Credit Agreement (Las Vegas Sands Corp)

Closing Certificates. The Administrative Agent (or its counsel) shall have received a closing certificate of each of Parent, the Borrower and the other Guarantorseach Subsidiary Guarantor, dated the Closing Date, substantially in the form of Exhibit EExhibits B-1, B-2 and B-3 hereto, respectively, with appropriate insertionsinsertions and attachments, reasonably satisfactory in form and substance to the Administrative Agent and its counsel, executed by the Chief Executive Officer or any Authorized Officer Vice President and the Secretary or any Assistant Secretary of Parent, the Borrower and each Guarantor, as applicableSubsidiary Guarantor respectively.

Appears in 3 contracts

Samples: Credit Agreement (Cumulus Media Inc), First Lien Credit Agreement (Cumulus Media Inc), Second Lien Credit Agreement (Cumulus Media Inc)

Closing Certificates. The Administrative Agent (or its counsel) shall have received a closing certificate of each of Parent, the Borrower and the other Guarantorseach Subsidiary Guarantor, dated the Closing Restatement Effective Date, substantially in the form of Exhibit EExhibits B-1, B-2 and B-3 hereto, respectively, with appropriate insertionsinsertions and attachments, reasonably satisfactory in form and substance to the Administrative Agent and its counsel, executed by the Chief Executive Officer or any Authorized Officer Vice President and the Secretary or any Assistant Secretary of Parent, the Borrower and each Guarantor, as applicableSubsidiary Guarantor respectively.

Appears in 3 contracts

Samples: Credit Agreement (Cumulus Media Inc), Credit Agreement (Cumulus Media Inc), Credit Agreement

Closing Certificates. The Administrative Agent (or its counsel) shall have received a certificate of each (or certificates) of the Borrower and the other GuarantorsBorrower, dated the Closing Date, substantially in respect of the form of Exhibit Econditions set forth in Sections 6.7, with appropriate insertions6.8 and 6.10, executed by any an Authorized Officer and the Secretary or any Assistant Secretary of the Borrower Borrower, and each Guarantor, as applicableattaching the documents referred to in Section 6.5.

Appears in 3 contracts

Samples: Credit Agreement (Vistra Corp.), Credit Agreement (Vistra Corp.), Credit Agreement (Vistra Corp.)

Closing Certificates. The Administrative Agent (or its counsel) shall have received a an officer's certificate of each of the Borrower and the other GuarantorsBorrower, dated the Closing Date, substantially in the form of Exhibit EXHIBIT D, and a secretary's certificate of the Borrower, dated the Closing Date, substantially in the form of EXHIBIT E, with appropriate insertions, executed by any Authorized Officer insertions and the Secretary or any Assistant Secretary of the Borrower and each Guarantor, as applicableattachments.

Appears in 2 contracts

Samples: Credit Agreement (Sierra Pacific Resources /Nv/), Credit Agreement (Sierra Pacific Resources /Nv/)

Closing Certificates. The Administrative Agent (or its counsel) shall have received a certificate of each of the Borrower and the other GuarantorsBorrower, dated as of the Closing Date, substantially in the form of Exhibit E, with appropriate insertions, executed by the President or any Authorized Officer Vice President and the Secretary or any Assistant Secretary or any other Responsible Officer or duly authorized signatory of such Borrower, and attaching the Borrower documents referred to in clause (e) below and each Guarantor, such other closing certificates as applicableit may reasonably request.

Appears in 2 contracts

Samples: Credit Agreement (KKR Financial Holdings LLC), Credit Agreement (KKR Financial Holdings LLC)

Closing Certificates. The Administrative Agent (or its counsel) shall have received a certificate of each of (i) officers’ closing certificates for the Borrower Borrower, the Pledgor and the other GuarantorsSponsor, dated the Closing DateDate and signed by a Responsible Officer of such Person, substantially confirming compliance with the conditions precedent set forth in Section 4.01(l), and (ii) a solvency certificate in the form of Exhibit EG, with appropriate insertions, executed dated the Closing Date and signed by any Authorized a Financial Officer and the Secretary or any Assistant Secretary of the Borrower and each Guarantor, as applicableBorrower.

Appears in 2 contracts

Samples: Credit Agreement (Allegheny Energy, Inc), Credit Agreement (Allegheny Energy, Inc)

Closing Certificates. The Administrative Agent (or its counsel) shall have received (x) a certificate of each of the Borrower and the other Guarantors, dated as of the Closing Date, substantially in the form of Exhibit E, with appropriate insertions, executed by any Authorized Officer and the Secretary or any Assistant Secretary of the Borrower and each GuarantorGuarantor (or its managing member or general partner, as applicable.), as applicable, and attaching the documents referred to in Section 6.5 and (y) a certificate of an Authorized Officer of the Borrower certifying compliance with Sections 6.7 and 6.10, substantially in the form of Exhibit E.

Appears in 2 contracts

Samples: Credit Agreement (Del Frisco's Restaurant Group, Inc.), Credit Agreement (Del Frisco's Restaurant Group, Inc.)

Closing Certificates. The Administrative Agent (or its counsel) shall have received a certificate of each of (x) the Borrower and the other Guarantorseach Guarantor, dated the Closing Date, substantially in the form of Exhibit E, with appropriate insertions, executed by any Authorized Officer and the Secretary or any Assistant Secretary of the Borrower and each Guarantor, as applicable, and attaching the documents referred to in Section 6.6 and (y) an Authorized Officer of the Borrower certifying compliance with Sections 6.8, 6.10 and 6.14 and the first sentence of Section 6.15.

Appears in 2 contracts

Samples: First Lien Credit Agreement (HireRight GIS Group Holdings, LLC), First Lien Credit Agreement (HireRight Holdings Corp)

Closing Certificates. The Administrative Agent (or its counsel) shall have received a an officer's certificate of each of the Borrower and the other GuarantorsBorrower, dated the Closing Date, substantially in the form of Exhibit EG, and a secretary's certificate of the Borrower, dated the Closing Date, substantially in the form of Exhibit H, with appropriate insertions, executed by any Authorized Officer insertions and the Secretary or any Assistant Secretary of the Borrower and each Guarantor, as applicableattachments.

Appears in 2 contracts

Samples: Credit Agreement (Sierra Pacific Resources /Nv/), Credit Agreement (Sierra Pacific Resources /Nv/)

Closing Certificates. The Administrative Agent (or its counsel) shall have received a certificate of (x) each of the Borrower and the other Guarantors, dated the Closing Date, substantially in the form of Exhibit E, with appropriate insertions, executed by any Authorized Officer and the Secretary or any Assistant Secretary of the Borrower and each Guarantor, as applicable., and attaching the documents referred to in Section 6.5 and (y) an Authorized Officer of the Borrower certifying compliance with Section 6.7, 6.9 and 6.13. 6.5

Appears in 1 contract

Samples: Credit Agreement (Synchronoss Technologies Inc)

Closing Certificates. The Administrative Agent (or its counsel) shall have received a certificate of each of the Borrower and the other Guarantors, dated the Closing Date, substantially in the form of Exhibit EG, dated as of the Closing Date, with appropriate insertions, executed by any Authorized a Responsible Officer and the Secretary or any Assistant Secretary or any other Responsible Officer or duly authorized signatory of the Borrower Borrower, and each Guarantor, as applicableattaching the documents referred to in clause (e) below.

Appears in 1 contract

Samples: Credit Agreement (KKR Financial Holdings LLC)

Closing Certificates. The Administrative Agent (or its counsel) shall have received a certificate of each of the Borrower and the other Guarantorseach Guarantor, dated the Closing Date, substantially in the form of Exhibit EG, with appropriate insertions, executed by any Authorized Officer and the Secretary or any Assistant Secretary of the Borrower and each Guarantor, as applicable, and attaching the documents referred to in Section 6.5.

Appears in 1 contract

Samples: Credit Agreement (European Wax Center, Inc.)

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Closing Certificates. The Administrative Agent (or its counsel) shall have received a certificate of (x) each of the Borrower and the other Guarantors, dated the Closing Date, substantially in the form of Exhibit E, with appropriate insertions, executed by any Authorized Officer and the Secretary or any Assistant Secretary of the Borrower and each Guarantor, as applicable, and attaching the documents referred to in Section 6.5 and (y) an Authorized Officer of the Borrower certifying compliance with Section 6.7, 6.9 and 6.13.

Appears in 1 contract

Samples: Credit Agreement (Synchronoss Technologies Inc)

Closing Certificates. The Administrative Agent (or its counsel) shall have received a certificate of each of the Borrower and the other GuarantorsBorrower, dated the Closing Date, substantially in the form of Exhibit ESchedule 16, with appropriate insertions, executed by any Authorized Officer and the Secretary or any Assistant Secretary two Senior Officers of the Borrower and each GuarantorBorrower, as applicable.

Appears in 1 contract

Samples: Credit Agreement (Maxar Technologies Inc.)

Closing Certificates. The Administrative Agent (or its counsel) shall have received a certificate of each of (x) the Borrower and the other Guarantors, dated as of the Closing Date, substantially in the form of Exhibit E, with appropriate insertions, executed by any Authorized Officer and the Secretary or any Assistant Secretary of the Borrower and each Guarantorthe Guarantors, as applicable, and attaching the documents referred to in Section 6.5 and (y) an Authorized Officer of the Borrower certifying compliance with Sections 6.7, 6.8, 6.9 and 6.13.

Appears in 1 contract

Samples: Credit Agreement (Carbonite Inc)

Closing Certificates. The Administrative Agent (or its counsel) shall have received a certificate of each of the Borrower and the other GuarantorsClosing Date Credit Parties, dated the Closing Date, substantially in the form of Exhibit E, with appropriate insertions, executed by any Authorized Officer and the Secretary or any Assistant Secretary (or comparable Officer) of the Borrower and each Guarantorsuch Closing Date Credit Party, as applicable, certifying as to the documents specified in Section 6.6.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Claire's Holdings LLC)

Closing Certificates. The Administrative Agent (or its counsel) shall have received a certificate of each of the Borrower and the other GuarantorsOriginal Guarantor, dated the Closing Date, substantially in the form of Exhibit ED, with appropriate insertions, executed by the President or any Authorized Officer Vice President and the Secretary or any Assistant Secretary of such Original Guarantor (or where customary in the Borrower relevant jurisdiction, executed by a director of such Original Credit Party), and each Guarantor, as applicableattaching the documents referred to in Sections 6.6 and 6.7 below.

Appears in 1 contract

Samples: Secured Revolving Credit Agreement (NXP Semiconductors N.V.)

Closing Certificates. The Administrative Agent (or its counsel) shall have received a certificate of each of (x) the Borrower and the other Guarantorseach Guarantor, dated the Closing Date, substantially in the form of Exhibit E, with appropriate insertions, executed by any Authorized Officer and the Secretary or any Assistant Secretary of the Borrower and each Guarantor, as applicable., and attaching the documents referred to in Section 6.6 and (y) an Authorized Officer of the Borrower certifying compliance with Sections 6.8, 6.10 and 6.14 and the first sentence of Section 6.15

Appears in 1 contract

Samples: Lien Credit Agreement (HireRight GIS Group Holdings, LLC)

Closing Certificates. The Administrative Agent (or its counsel) shall have received a certificate of each of the Borrower and the other GuarantorsOriginal Guarantor, dated the Closing Incremental Effective Date, substantially in the form of Exhibit ED to the Credit Agreement, with appropriate insertions, executed by the President or any Authorized Officer Vice President and the Secretary or any Assistant Secretary of such Original Guarantor (or where customary in the Borrower relevant jurisdiction, executed by a director of such Original Guarantor), and, if applicable, attaching the documents referred to in clauses (e) and each Guarantor, as applicable.(f) below;

Appears in 1 contract

Samples: Incremental Joinder Agreement (NXP Semiconductors N.V.)

Closing Certificates. The Administrative Agent (or its counsel) shall have received (i) a certificate of each of the Borrower and the other GuarantorsBorrower, dated the Closing Date, substantially executed by the secretary or an assistant secretary of the Borrower, attaching the documents referred to in Sections 3.1(d) and (e) below and (ii) a certificate of the form of Exhibit EBorrower, with appropriate insertionsdated the Closing Date, executed by any an Authorized Officer and the Secretary or any Assistant Secretary of the Borrower Borrower, certifying as to the conditions referred to in Sections 3.1(f) and each Guarantor, as applicable(g) below.

Appears in 1 contract

Samples: Revolving Credit Agreement (Las Vegas Sands Corp)

Closing Certificates. The Administrative Agent (or its counsel) shall have received a an officer's certificate of each the Borrower, dated the Closing Date, substantially in the form of Exhibit D, and a secretary's certificate of the Borrower and the other GuarantorsBorrower, dated the Closing Date, substantially in the form of Exhibit E, with appropriate insertions, executed by any Authorized Officer insertions and the Secretary or any Assistant Secretary of the Borrower and each Guarantor, as applicableattachments.

Appears in 1 contract

Samples: Credit Agreement (Aquila Inc)

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