Company Officers’ Certificate. The Company shall have delivered to the Purchaser a certificate, dated as of the Closing Date, executed by a duly authorized officer of the Company, certifying to the fulfillment of the conditions specified in Sections 7.2 and 7.5 above.
Appears in 11 contracts
Samples: Subscription Agreement (SouFun Holdings LTD), Subscription Agreement (SouFun Holdings LTD), Subscription Agreement (SouFun Holdings LTD)
Company Officers’ Certificate. The Company shall have delivered to the Purchaser a certificateyou an Officer’s Certificate, dated as the date of the Closing Date, executed by a duly authorized officer of the CompanyClosing, certifying to the fulfillment of that the conditions specified in Sections 7.2 4.1(a), 4.2 and 7.5 above4.9 (as such conditions relate to the Company) have been fulfilled.
Appears in 8 contracts
Samples: Note Purchase Agreement (ENERPLUS Corp), Subordination Agreement (ENERPLUS Corp), Purchase Agreement (Pengrowth Energy Trust)
Company Officers’ Certificate. The Company shall have delivered to the Purchaser a certificatecertificate (the “Company Closing Certificate”), dated as of the Closing Date, executed by a duly authorized officer of the Company, certifying to the fulfillment of the conditions specified in Sections 7.2 and 7.5 aboveArticle VII.
Appears in 5 contracts
Samples: Subscription Agreement (Legend Biotech Corp), Subscription Agreement (Legend Biotech Corp), Subscription Agreement (Legend Biotech Corp)
Company Officers’ Certificate. The Company shall have delivered to the such Purchaser a certificatean Officer’s Certificate, dated as the date of the Closing Date, executed by a duly authorized officer of the CompanyClosing, certifying to the fulfillment of that the conditions specified in Sections 7.2 4.1(a), 4.2(a) and 7.5 above4.9 have been fulfilled.
Appears in 5 contracts
Samples: Note Purchase Agreement (Artisan Partners Asset Management Inc.), Artisan Partners Asset Management Inc., Note Purchase Agreement (Artisan Partners Asset Management Inc.)
Company Officers’ Certificate. The Company shall have delivered to the such Purchaser a certificatean Officer’s Certificate, dated as the date of the Closing Date, executed by a duly authorized officer of the CompanyClosing, certifying to the fulfillment of that the conditions specified in Sections 7.2 4.1, 4.3 and 7.5 above4.10 have been fulfilled.
Appears in 4 contracts
Samples: Note Purchase Agreement (Obsidian Energy Ltd.), Note Purchase Agreement (Obsidian Energy Ltd.), Note Purchase Agreement (Obsidian Energy Ltd.)
Company Officers’ Certificate. The Company shall have delivered to the Purchaser each Acquiror a certificate, dated as of the Closing Date, executed Date and signed by a duly authorized an executive officer of the Company, certifying to the fulfillment of effect that the Company has satisfied the conditions specified set forth in Sections 7.2 7.3(a) and 7.5 above(b).
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Icahn Enterprises Holdings L.P.), Agreement and Plan of Merger (Gaming & Leisure Properties, Inc.), Agreement and Plan of Merger (Eldorado Resorts, Inc.)
Company Officers’ Certificate. The Company Such Purchaser shall have delivered to received a certificate of the Purchaser a certificateCompany, dated as of the Closing Date, executed signed by a duly authorized officer the Chief Executive Officer, the President or the Chief Financial Officer of the Company, certifying that the conditions applicable to the fulfillment of the conditions Company, as specified in the foregoing Sections 7.2 7.1 and 7.5 above7.2 hereof have been fulfilled.
Appears in 3 contracts
Samples: Share and Warrant Purchase Agreement (Radcom LTD), Share and Warrant Purchase Agreement (Radcom LTD), Share and Warrant Purchase Agreement (Radcom LTD)
Company Officers’ Certificate. The Company shall have delivered to the each Purchaser a certificatean Officer’s Certificate, dated as the date of the Closing Date, executed by a duly authorized officer of the CompanyClosing, certifying to the fulfillment of that the conditions specified in Sections 7.2 4.1, 4.2 and 7.5 above4.9 have been fulfilled.
Appears in 3 contracts
Samples: Guaranty Agreement (Smucker J M Co), Note Purchase Agreement (Smucker J M Co), Note Purchase Agreement (Smucker J M Co)
Company Officers’ Certificate. The Company shall have delivered to the Purchaser AIL a certificate, dated as of the Closing Date, executed by a duly authorized officer of the Company, Company certifying to the fulfillment of the conditions condition specified in Sections 7.2 7.3(a) and 7.5 7.3(c) and above.
Appears in 2 contracts
Samples: Share Purchase and Shareholders Agreement (Alibaba Group Holding LTD), Share Purchase and Shareholders Agreement (Ali YK Investment Holding LTD)
Company Officers’ Certificate. The Company shall have delivered to the Purchaser a certificate, dated as of the Closing Onshore Payment Date, executed by a duly authorized officer of the Company, certifying to the fulfillment of the conditions specified in Sections 7.2 Section 7.01 and 7.5 aboveSection 7.04.
Appears in 2 contracts
Samples: Investment Agreement (Alibaba Group Holding LTD), Investment Agreement (Alibaba Group Holding LTD)
Company Officers’ Certificate. The Company shall have delivered to the Purchaser a certificate, dated as of the Closing Date, executed by a duly authorized officer of the Company, certifying to the fulfillment of the conditions specified in Sections 7.2 9.3 and 7.5 9.9 above.
Appears in 2 contracts
Samples: Investment Agreement (Alibaba Group Holding LTD), Investment Agreement (Ali YK Investment Holding LTD)
Company Officers’ Certificate. The Company shall have delivered to the Purchaser a certificateNoteholders an Officer’s Certificate, dated as of at the Closing Effective Date, executed by a duly authorized officer of the Company, certifying to the fulfillment of that the conditions specified in Sections 7.2 Clauses 2 and 7.5 above3 above have been fulfilled in respect of the Company.
Appears in 2 contracts
Samples: Consent Agreement (Waterford Wedgwood PLC), Consent Agreement (Waterford Wedgwood PLC)
Company Officers’ Certificate. The Company Purchaser shall have delivered to been furnished with a certificate executed on behalf of the Purchaser a certificateCompany by its President or Chief Financial Officer, dated as of the Closing Date, executed by a duly authorized officer of certifying that the Company, certifying conditions set forth in Sections 7.1 and 7.2 with respect to Company have been fulfilled at or prior to the fulfillment of the conditions specified in Sections 7.2 and 7.5 aboveClosing Date.
Appears in 1 contract
Company Officers’ Certificate. The Company shall have delivered to the Purchaser a certificateNoteholders an Officer’s Certificate, dated as of at the Closing Effective Date, executed by a duly authorized officer of the Company, certifying to the fulfillment of that the conditions specified in Sections 7.2 paragraphs 1 and 7.5 above2 above have been fulfilled in respect of the Company.
Appears in 1 contract
Samples: Amendment and Restatement Agreement (Waterford Wedgwood PLC)
Company Officers’ Certificate. The Company shall have delivered to the Purchaser a certificate, dated as of the Closing Date, executed by a duly authorized officer of the Company, certifying to the fulfillment of the conditions specified in Sections 7.2 7.2 and 7.5 7.5 above.
Appears in 1 contract
Company Officers’ Certificate. The Company shall have delivered to the Purchaser Acquiror a certificate, dated as of the Closing Date, executed certificate signed by a duly authorized an officer of the Company, dated the Closing Date, certifying that, to the fulfillment knowledge and belief of such officer, the conditions specified in Sections 7.2 Section 11.02(a) and 7.5 aboveSection 11.02(c) (solely with respect to the Company) have been fulfilled.
Appears in 1 contract
Company Officers’ Certificate. The Company shall have delivered to the Purchaser Buyer a certificate, signed by an executive officer or any director of the Company, dated as of the Closing Date, executed by a duly authorized officer of certifying the Companymatters set forth in Sections 8.1 and 8.2, certifying as they relate to the fulfillment representations, warranties, agreements and covenants of the conditions specified in Sections 7.2 and 7.5 abovesuch party.
Appears in 1 contract
Samples: Share Purchase Agreement (PTC Inc.)
Company Officers’ Certificate. The Company shall have delivered to the Purchaser Purchasers a certificatecertificate (the “Company Closing Certificate”), dated as of the applicable Closing Date, executed by a duly authorized officer of the Company, certifying to the fulfillment of the conditions specified in Sections 7.2 and 7.5 aboveArticle VII.
Appears in 1 contract
Samples: Subscription Agreement (Hillhouse Capital Advisors, Ltd.)
Company Officers’ Certificate. The Company shall have delivered to the each Purchaser a certificate, dated as of the Closing Date, executed by a duly authorized officer of the Company, certifying to the fulfillment of the conditions specified in Sections 7.2 7.2 and 7.5 7.5 above.
Appears in 1 contract
Company Officers’ Certificate. The Company Such Purchaser shall have delivered to received a certificate of the Purchaser a certificateCompany, dated as of the Closing Date, executed signed by a duly authorized officer the Chief Executive Officer and the Chief Financial Officer of the Company, certifying that the conditions applicable to the fulfillment of the conditions Company, as specified in the foregoing Sections 7.2 7.1 and 7.5 above7.2 hereof have been fulfilled.
Appears in 1 contract
