Delivery of Officers' Certificates. The Company and the Stockholder shall have delivered to the Purchaser certificates, dated the Closing Date, and signed by the President of the Company (with respect to the Company), and by the Stockholder, representing and affirming that: (i) the representations and warranties made by each of the Company and the Stockholder jointly and/or severally as set forth in Section 3.1 of this Agreement and referred to in Subsection 5.1(c) above were and are true, correct and complete as required by Subsection 5.1(c) above and (ii) the conditions set forth in this Section 5.1 have been satisfied. The Company shall also have delivered certificates signed by the Secretary of the Company with respect to the authority and incumbency of the officers of the Company executing this Agreement and any documents required to be executed or delivered in connection therewith.
Delivery of Officers' Certificates. The Purchaser shall have delivered to the Company and the Stockholder a certificate, dated the Closing Date and signed by the Chief Executive Officer of the Purchaser, affirming that: (i) the representations and warranties of the Purchaser as set forth in Section 3.2 of this Agreement and referred to in Subsection 5.2(b) above were and are true, correct and complete as required by Subsection 5.2(b) above; and (ii) the conditions set forth in this Section 5.2 have been satisfied. The Purchaser shall also have delivered a certificate signed by the Secretary of the Purchaser with respect to the authority and incumbency of the officers of the Purchaser executing this Agreement and any documents required to be executed or delivered in connection therewith.
Delivery of Officers' Certificates. Xceed shall have delivered to ---------------------------------- the Company certificates, dated the Closing Date and signed by an executive officer of Xceed, affirming that: (i) the representations and warranties of Xceed as set forth in Section 3.2 of this Agreement and referred to in Subsection 5.2(d) above were and are true, correct and complete as required by Subsection 5.2(d) above; and (ii) the conditions set forth in this Section 5.2 have been satisfied. Xceed shall also have delivered a certificate signed by the Secretary of Xceed with respect to the authority and incumbency of the officers of Xceed executing this Agreement and any documents required to be executed or delivered in connection therewith.
Delivery of Officers' Certificates. The Company and the Stockholder shall have delivered to Purchaser certificates, dated the applicable Closing Date, and signed by the President and Secretary of the Company (with respect to the Company), and by the Stockholder individually, representing and affirming that (i) the representations and warranties made by each of the Company and the Stockholder as set forth in this Agreement were and, as of the applicable Closing Date, are true, correct and complete, and (ii) the conditions set forth in this Section 5.1 have been satisfied. The Company shall also have delivered a certificate signed by the Secretary of the Company with respect to the authority and incumbency of the officers of the Company executing this Agreement and any documents required to be executed or delivered in connection therewith.
Delivery of Officers' Certificates. Company shall have delivered to the Purchasers a certificate of the Secretary of each of the Loan Parties certifying (i) the names and true signatures of the officers of each of the Loan Parties authorized to sign this Agreement and the other documents to be delivered hereunder and (ii) the resolutions of the board of directors (or other governing authority) of the Loan Parties evidencing approval for this Agreement and the Note Purchase Agreement, as amended hereby.
Delivery of Officers' Certificates. THINK shall have delivered to the Company and the Stockholders certificates, dated the Closing Date and signed by an executive officer of THINK, affirming that the representations and warranties of THINK as set forth in this Agreement were and are true, correct and complete and the conditions set forth in this Agreement have been satisfied. THINK shall also have delivered a certificate signed by the Secretary of THINK with respect to the authority and incumbency of the officers of THINK executing this Agreement and any documents required to be executed or delivered in connection therewith.
Delivery of Officers' Certificates. THINK shall have delivered to the Company and the Stockholders certificates, dated the Closing Date and signed by an executive officer of THINK, affirming that: (i) the representations and warranties of THINK as set forth in Section 3.2 of this Agreement and referred to in Subsection 5.2(d) above were and are true, correct and complete as required by Subsection 5.2(d) above; and (ii) the conditions set forth in this Section 5.2 have been satisfied. THINK shall also have delivered a certificate signed by the Secretary of THINK with respect to the authority and incumbency of the officers of THINK executing this Agreement and any documents required to be executed or delivered in connection therewith.
Delivery of Officers' Certificates. RJRN will deliver to Holdings:
Delivery of Officers' Certificates. The Company has delivered to the Placement Agent certificates, dated the Closing Date, and signed by the President or CEO of the Company, representing and affirming that the representations and warranties made by the Company as set forth in Section 3.1 of this Agreement are true, correct and complete as required by Subsection 5.1(c) above and the conditions set forth in this Section 5.1 have been satisfied. The Company has delivered certificates signed by the Secretary of the Company with respect to the authority and incumbency of the officers of the Company executing this Agreement and any documents required to be executed or delivered in connection therewith.
Delivery of Officers' Certificates. Purchaser and Newco each shall have delivered to the Company certificates, dated the Closing Date and signed by an executive officer of Purchaser and Newco, affirming that: (i) the representations and warranties of Purchaser and Newco as set forth in Article V of this Agreement were and are true, correct and complete as required by Section 7.5(b) above; and (ii) the conditions set forth in this Section 7.5 have been satisfied. Purchaser and Newco shall also have delivered a certificate signed by the Secretary of Purchaser and Newco with respect to the authority and incumbency of the officers of Purchaser and Newco executing this Agreement and any documents required to be executed or delivered in connection therewith.
