Common use of Officer’s Certificate Clause in Contracts

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative Counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 592 contracts

Samples: Underwriting Agreement (NRX Pharmaceuticals, Inc.), Underwriting Agreement (Lirum Therapeutics, Inc.), Underwriting Agreement (Nano Nuclear Energy Inc.)

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Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representative or to Representative Counsel the Representative’s counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 323 contracts

Samples: Underwriting Agreement (Industrial Tech Acquisitions, Inc.), Underwriting Agreement (Bayview Acquisition Corp), Underwriting Agreement (99 Acquisition Group Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative Counsel your counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 312 contracts

Samples: Underwriting Agreement (China Discovery Acquisition Corp.), Underwriting Agreement (Redstar Partners, Inc.), Underwriting Agreement (New Asia Partners China I Corp)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representative or to Representative Counsel EGS shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 301 contracts

Samples: Underwriting Agreement (ENDRA Life Sciences Inc.), Underwriting Agreement (Scripps Safe, Inc.), Underwriting Agreement (RenovoRx, Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representative or to Representative Counsel its counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 168 contracts

Samples: Underwriting Agreement (RF Acquisition Corp II), Underwriting Agreement (Energy Infrastructure Acquisition Corp.), Underwriting Agreement (Quartet Merger Corp.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company in connection with the Offering and delivered to you the Representative or to Representative Counsel EG&S shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 147 contracts

Samples: Underwriting Agreement (Papaya Growth Opportunity Corp. I), Underwriting Agreement (Orion Biotech Opportunities Corp.), Underwriting Agreement (Colonnade Acquisition Corp.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative Representative’s Counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 142 contracts

Samples: Underwriting Agreement (Jupiter Wellness, Inc.), Underwriting Agreement (Cadrenal Therapeutics, Inc.), Underwriting Agreement (Boustead Wavefront Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative Counsel the Purchasers shall be deemed a representation and warranty by the Company to the Underwriters Purchasers as to the matters covered thereby.

Appears in 106 contracts

Samples: Securities Purchase Agreement (Nuwellis, Inc.), Securities Purchase Agreement (Urban Tea, Inc.), Securities Purchase Agreement (Biolase, Inc)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representative or to Representative Counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 63 contracts

Samples: Underwriting Agreement (Jerrick Media Holdings, Inc.), Underwriting Agreement (BriaCell Therapeutics Corp.), Underwriting Agreement (HUI YING FINANCIAL HOLDINGS Corp)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company in connection with the Offering and delivered to you the Representative or to Representative Counsel GM shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 56 contracts

Samples: Underwriting Agreement (CF Acquisition Corp. VII), Underwriting Agreement (Sizzle Acquisition Corp.), Underwriting Agreement (ChaSerg Technology Acquisition Corp)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative Counsel the Underwriters’ counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 44 contracts

Samples: Underwriting Agreement (Blue Hat Interactive Entertainment Technology), Underwriting Agreement (UTime LTD), Underwriting Agreement (SolarMax Technology, Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative Underwriter’s Counsel shall be deemed a representation and warranty by the Company to the Underwriters Underwriter as to the matters covered thereby.

Appears in 41 contracts

Samples: Underwriting Agreement (Second Sight Medical Products Inc), Underwriting Agreement (Xenetic Biosciences, Inc.), Underwriting Agreement (Applied UV, Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company Company, in connection with the Offering, and delivered to you or to Representative Counsel your counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 38 contracts

Samples: Underwriting Agreement (Argyle Security Acquisition CORP), Underwriting Agreement (Argyle Security Acquisition CORP), Underwriting Agreement (Argyle Security Acquisition CORP)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative Underwriter Counsel shall be deemed a representation and warranty by the Company to the Underwriters Underwriter as to the matters covered thereby.

Appears in 38 contracts

Samples: Underwriting Agreement (PetroShare Corp.), Underwriting Agreement (Maison Solutions Inc.), Underwriting Agreement (Oranco Inc)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representative or to Representative Counsel on the Closing Date or on the Option Closing Date shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 37 contracts

Samples: Underwriting Agreement (Opti-Harvest, Inc.), Underwriting Agreement (Guardforce AI Co., Ltd.), Underwriting Agreement (Splash Beverage Group, Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative Placement Agent Counsel shall be deemed a representation and warranty by the Company to the Underwriters Placement Agent as to the matters covered thereby.

Appears in 33 contracts

Samples: Placement Agency Agreement (Ascent Solar Technologies, Inc.), Placement Agency Agreement (Biovie Inc.), Placement Agency Agreement (Precision Therapeutics Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representative or to Representative Counsel the Representative’s counsel shall be deemed a representation and warranty by the Company to the Underwriters and the QIU as to the matters covered thereby.

Appears in 31 contracts

Samples: Underwriting Agreement (Monterey Bio Acquisition Corp), Underwriting Agreement (LifeSci Acquisition Corp.), Underwriting Agreement (Ventoux CCM Acquisition Corp.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representative or to Representative Counsel counsel to the Underwriters on the Closing Date or on the Option Closing Date shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 27 contracts

Samples: Underwriting Agreement (Graphex Group LTD), Escrow Agreement (CCSC Technology International Holdings LTD), Underwriting Agreement (CCSC Technology International Holdings LTD)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company in connection with the Offering and delivered to you the Representative or to Representative Counsel EGS shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 26 contracts

Samples: Underwriting Agreement (Insight Acquisition Corp. /DE), Underwriting Agreement (Insight Acquisition Corp. /DE), Underwriting Agreement (Rosecliff Acquisition Corp I)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representatives or to Representative Counsel the Representatives’ counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 25 contracts

Samples: Underwriting Agreement (Denali Capital Acquisition Corp.), Underwriting Agreement (Denali Capital Acquisition Corp.), Underwriting Agreement (Fortune Rise Acquisition Corp)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative Counsel EGS shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 23 contracts

Samples: Underwriting Agreement (EnteroMedics Inc), Underwriting Agreement (Intellipharmaceutics International Inc.), Underwriting Agreement (AMEDICA Corp)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative Counsel on the Closing Date or on the Option Closing Date shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 23 contracts

Samples: Underwriting Agreement (Alfi, Inc.), Underwriting Agreement (Treasure Global Inc), Underwriting Agreement (Digital Brands Group, Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company in connection with the Offering and delivered to you the Representative or to Representative Counsel K&E shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 21 contracts

Samples: Underwriting Agreement (Atlas Crest Investment Corp. III), Underwriting Agreement (CA Healthcare Acquisition Corp.), Underwriting Agreement (Zanite Acquisition Corp.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representatives or to Representative Counsel EGS shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 19 contracts

Samples: Underwriting Agreement (Powerbridge Technologies Co., Ltd.), Underwriting Agreement (Loha Co. LTD), Underwriting Agreement (Powerbridge Technologies Co., Ltd.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative Representatives’ Counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 19 contracts

Samples: Underwriting Agreement (Meridian Waste Solutions, Inc.), Underwriting Agreement (Fitell Corp), Underwriting Agreement (Metros Development Co., Ltd.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representative or to Representative Counsel on the Closing Date or the Option Closing Date shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 16 contracts

Samples: Underwriting Agreement (Glimpse Group, Inc.), Underwriting Agreement (Chi Ko Holdings LTD), Underwriting Agreement (Treasure Global Inc)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company in connection with the Offering and delivered to you the Representatives or to Representative Counsel EG&S shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 15 contracts

Samples: Underwriting Agreement (Insu Acquisition Corp Iii), Underwriting Agreement (EVe Mobility Acquisition Corp), Underwriting Agreement (Blockchain Coinvestors Acquisition Corp. I)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative Counsel your counsel shall be deemed a representation and warranty by the Company to the Underwriters Underwriter as to the matters covered thereby.

Appears in 15 contracts

Samples: Underwriting Agreement (Fuling Global Inc.), Underwriting Agreement (Fortissimo Acquisition Corp.), Underwriting Agreement (Ascend Acquisition Corp.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company in connection with the Offering and delivered to you the Representative or to Representative Counsel Shearman shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 15 contracts

Samples: Underwriting Agreement (ESH Acquisition Corp.), Underwriting Agreement (Jupiter Wellness Acquisition Corp.), Underwriting Agreement (CCIF Acquisition Corp.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representative or to Representative Representative’s Counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 15 contracts

Samples: Underwriting Agreement (Genelux Corp), Underwriting Agreement (SU Group Holdings LTD), Underwriting Agreement (SU Group Holdings LTD)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative Representatives Counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 15 contracts

Samples: Underwriting Agreement (PaxMedica, Inc.), Underwriting Agreement (PaxMedica, Inc.), Underwriting Agreement (Senmiao Technology LTD)

Officer’s Certificate. Any certificate signed by any duly authorized officer officer, officers, director or directors of the Company in connection with the Offering and delivered to you the Representative or to Representative Counsel EG&S shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 14 contracts

Samples: Underwriting Agreement (B. Riley Principal 250 Merger Corp.), Underwriting Agreement (B. Riley Principal Merger Corp.), Underwriting Agreement (B. Riley Principal Merger Corp.)

Officer’s Certificate. Any certificate signed by any duly authorized an officer of the Company or any of its subsidiaries and delivered to you the Underwriters or to Representative Counsel counsel for the Underwriters in connection with the offering of the Securities shall be deemed a representation and warranty by the Company to the Underwriters each Underwriter as to the matters covered therebythereby on the date of such certificate.

Appears in 14 contracts

Samples: Underwriting Agreement (Ing Groep Nv), Underwriting Agreement (Ing Groep Nv), Underwriting Agreement (Ing Groep Nv)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company in connection with the Offering and delivered to you the Representative or to Representative Counsel W&C shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 13 contracts

Samples: Underwriting Agreement (Iron Spark I Inc.), Underwriting Agreement (Rodgers Silicon Valley Acquisition Corp), Underwriting Agreement (Malacca Straits Acquisition Co LTD)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representatives or to Representative Counsel their respective counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 13 contracts

Samples: Underwriting Agreement (GigCapital5, Inc.), Underwriting Agreement (GigCapital3, Inc.), Underwriting Agreement (GigCapital5, Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative the Underwriter’s Counsel shall be deemed a representation and warranty by the Company to the Underwriters Underwriter as to the matters covered thereby.

Appears in 13 contracts

Samples: Underwriting Agreement (Millennium Group International Holdings LTD), Underwriting Agreement (BloomZ Inc.), Underwriting Agreement (Prestige Wealth Inc.)

Officer’s Certificate. Any certificate pursuant to this Agreement signed by any duly authorized officer of the Company and delivered to you or to the Representative Counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 13 contracts

Samples: Underwriting Agreement (Cognition Therapeutics Inc), Underwriting Agreement (Journey Medical Corp), Underwriting Agreement (Coya Therapeutics, Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Underwriters or to Representative Counsel counsel for the Underwriters in connection with the issuance of the Securities shall be deemed a representation and warranty by the Company to the Underwriters Company, as to the matters covered thereby, to the Underwriters.

Appears in 12 contracts

Samples: Underwriting Agreement (Amgen Inc), Underwriting Agreement (Amgen Inc), Underwriting Agreement (Amgen Inc)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company or any of its subsidiaries and delivered to you or to Representative Counsel counsel for the Underwriters shall be deemed a representation and warranty by the Company to the Underwriters each Underwriter as to the matters covered thereby.

Appears in 12 contracts

Samples: Underwriting Agreement (Lowes Companies Inc), Underwriting Agreement (Nucor Corp), Underwriting Agreement (Lowes Companies Inc)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company in connection with the Offering and delivered to you the Representative or to Representative Counsel XxXxxxxxx shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 12 contracts

Samples: Underwriting Agreement (Industrial Human Capital, Inc.), Underwriting Agreement (Firemark Global Capital, Inc.), Underwriting Agreement (Industrial Human Capital, Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representative or to Representative Counsel its counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 12 contracts

Samples: Underwriting Agreement (Star Maritime Acquisition Corp.), Underwriting Agreement (Star Maritime Acquisition Corp.), Underwriting Agreement (Star Maritime Acquisition Corp.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Underwriter’s Counsel on behalf of the Representative Counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 11 contracts

Samples: Underwriting Agreement (Bright Green Corp), Underwriting Agreement (T1V, Inc.), Underwriting Agreement (Grom Social Enterprises, Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company in connection with the Offering and delivered to you the Representative or to Representative Counsel HTFL shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 11 contracts

Samples: Underwriting Agreement (Aimei Health Technology Co., Ltd.), Underwriting Agreement (Aquarius II Acquisition Corp.), Underwriting Agreement (Aquarius II Acquisition Corp.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Underwriters or to Representative Counsel counsel for the Underwriters pursuant to or in connection with this Agreement shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered therebythereby as of the date or dates indicated in such certificate.

Appears in 10 contracts

Samples: Underwriting Agreement (Zions Bancorporation /Ut/), Underwriting Agreement (Zions Bancorporation /Ut/), Underwriting Agreement (Zions Bancorporation /Ut/)

Officer’s Certificate. Any certificate signed by any duly authorized officer or officers of the Company in connection with the Offering and delivered to you the Representative or to Representative Counsel EGS shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 10 contracts

Samples: Underwriting Agreement (Electrum Special Acquisition Corp), Underwriting Agreement (FinTech Acquisition Corp), Underwriting Agreement (Harmony Merger Corp.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Underwriter or to Representative Underwriter Counsel shall be deemed a representation and warranty by the Company to the Underwriters Underwriter as to the matters covered thereby.

Appears in 10 contracts

Samples: Underwriting Agreement (Intellipharmaceutics International Inc.), Underwriting Agreement (Intellipharmaceutics International Inc.), Underwriting Agreement (Draganfly Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company in connection with the Offering and delivered to you the Representative or to Representative Counsel Lxxx shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 10 contracts

Samples: Underwriting Agreement (Legato Merger Corp. III), Underwriting Agreement (Legato Merger Corp. III), Underwriting Agreement (Translational Development Acquisition Corp.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representatives or to Representative Counsel their counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 10 contracts

Samples: Underwriting Agreement (Black Mountain Acquisition Corp.), Underwriting Agreement (Chavant Capital Acquisition Corp.), Underwriting Agreement (Accretion Acquisition Corp.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative Underwriters’ Counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 9 contracts

Samples: Underwriting Agreement (Creative Global Technology Holdings LTD), Underwriting Agreement (FBS Global LTD), Underwriting Agreement (Pop Culture Group Co., LTD)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representative or to Representative Counsel EGS shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 9 contracts

Samples: Underwriting Agreement (Oxygen Biotherapeutics, Inc.), Underwriting Agreement (Viveve Medical, Inc.), Underwriting Agreement (Medical Transcription Billing, Corp)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative Counsel Placement Agent’s counsel shall be deemed a representation and warranty by the Company to the Underwriters Placement Agent as to the matters covered thereby.

Appears in 9 contracts

Samples: Securities Purchase Agreement (Nano Dimension Ltd.), Securities Purchase Agreement (Nano Dimension Ltd.), Securities Purchase Agreement (Nano Dimension Ltd.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative Counsel Golenbock shall be deemed a representation and warranty by the Company to the Underwriters Underwriter as to the matters covered thereby.

Appears in 9 contracts

Samples: Underwriting Agreement (Dais Analytic Corp), Underwriting Agreement (Energous Corp), Underwriting Agreement (ZBB Energy Corp)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company in connection with the Offering and delivered to you the Representative or to Representative Counsel Xxxxx shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 9 contracts

Samples: Underwriting Agreement (Embrace Change Acquisition Corp.), Underwriting Agreement (Embrace Change Acquisition Corp.), Underwriting Agreement (Embrace Change Acquisition Corp.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the a Company Party and delivered to you or to Representative Representative’s Counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 8 contracts

Samples: Underwriting Agreement (Toughbuilt Industries, Inc), Underwriting Agreement (Adial Pharmaceuticals, Inc.), Underwriting Agreement (Adial Pharmaceuticals, Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company in connection with the Offering and delivered to you or to the Representative Counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 8 contracts

Samples: Underwriting Agreement (Technology & Telecommunication Acquisition Corp), Underwriting Agreement (Global Robotic Drone Acquisition Corp.), Underwriting Agreement (Energem Corp)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative Counsel counsel for the Underwriters shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 8 contracts

Samples: Underwriting Agreement (Aldeyra Therapeutics, Inc.), Underwriting Agreement (Aldeyra Therapeutics, Inc.), Underwriting Agreement (Aldeyra Therapeutics, Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative Counsel Mei & Xxxx shall be deemed a representation and warranty by the Company to the Underwriters Underwriter as to the matters covered thereby.

Appears in 8 contracts

Samples: Underwriting Agreement (Hailiang Education Group Inc.), Underwriting Agreement (Hailiang Education Group Inc.), Underwriting Agreement (Wah Fu Education Group LTD)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representative or to Representative Counsel on the Closing Date shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 8 contracts

Samples: Underwriting Agreement (Garden Stage LTD), Underwriting Agreement (Top Wealth Group Holding LTD), Underwriting Agreement (CBL International LTD)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company in connection with the Offering and delivered to you the Representative or to Representative Counsel Nxxxxx Xxxxxxx shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 8 contracts

Samples: Underwriting Agreement (Love & Health LTD), Underwriting Agreement (Nova Vision Acquisition Corp), Underwriting Agreement (HHG Capital Corp)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Underwriter or to Representative Counsel its counsel shall be deemed a representation and warranty by the Company to the Underwriters Underwriter as to the matters covered thereby.

Appears in 8 contracts

Samples: Underwriting Agreement (China VantagePoint Acquisition Co), Underwriting Agreement (China VantagePoint Acquisition Co), Underwriting Agreement (China VantagePoint Acquisition Co)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representative or to Representative Counsel Xxxxx shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 7 contracts

Samples: Engagement Agreement (Telemynd, Inc.), Underwriting Agreement (Ra Medical Systems, Inc.), Underwriting Agreement (Artelo Biosciences, Inc.)

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Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representative or to Representative Counsel S&W shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 7 contracts

Samples: Underwriting Agreement (Grom Social Enterprises, Inc.), Underwriting Agreement (Gaucho Group Holdings, Inc.), Underwriting Agreement (Pedevco Corp)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered directly to you or to Representative Counsel your counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered therebythereby and as of the date given.

Appears in 7 contracts

Samples: Underwriting Agreement (Passport Restaurants, Inc.), Underwriting Agreement (American Telecom Services Inc), Underwriting Agreement (AeroGrow International, Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representative or to Representative Counsel their counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 7 contracts

Samples: Underwriting Agreement (KLR Energy Acquisition Corp.), Underwriting Agreement (KLR Energy Acquisition Corp.), Underwriting Agreement (KLR Energy Acquisition Corp.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Lucosky Bxxxxxxx LLP on behalf of the Representative Counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 7 contracts

Samples: Underwriting Agreement (GeoVax Labs, Inc.), Underwriting Agreement (Worksport LTD), Underwriting Agreement (Worksport LTD)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company in connection with the Offering and delivered to you the Representative or to Representative Counsel Hxxxx Lovells shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 7 contracts

Samples: Underwriting Agreement (EF Hutton Acquisition Corp I), Underwriting Agreement (Genesis Unicorn Capital Corp.), Underwriting Agreement (PHP Ventures Acquisition Corp.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to the Representative Counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 7 contracts

Samples: Underwriting Agreement (Helius Medical Technologies, Inc.), Underwriting Agreement (Helius Medical Technologies, Inc.), Underwriting Agreement (Helius Medical Technologies, Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representative or to Representative Counsel its counsel in connection with the offering of the Units shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 7 contracts

Samples: Underwriting Agreement (COMMITTED CAPITAL ACQUISITION Corp), Underwriting Agreement (COMMITTED CAPITAL ACQUISITION Corp II), Underwriting Agreement (COMMITTED CAPITAL ACQUISITION Corp II)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company in connection with the Offering and delivered to you the Representative or to Representative Counsel Xxxxxxxx shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 7 contracts

Samples: Underwriting Agreement (Colombier Acquisition Corp. Ii), Underwriting Agreement (SHUAA Partners Acquisition Corp I), Warrant Agreement (SHUAA Partners Acquisition Corp I)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representative or to Representative Counsel EGS hereunder shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 6 contracts

Samples: Underwriting Agreement (Transenterix, Inc.), Underwriting Agreement (Transenterix, Inc.), Underwriting Agreement (Transenterix, Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Underwriter or to Representative Counsel SRF shall be deemed a representation and warranty by the Company to the Underwriters Underwriter as to the matters covered thereby.

Appears in 6 contracts

Samples: Underwriting Agreement (SciSparc Ltd.), Underwriting Agreement (BiondVax Pharmaceuticals Ltd.), Underwriting Agreement (BiondVax Pharmaceuticals Ltd.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you Network 1 or to Representative Underwriter Counsel shall be deemed a representation and warranty by the Company to the Underwriters Underwriter as to the matters covered thereby.

Appears in 6 contracts

Samples: Underwriting Agreement (Genprex, Inc.), Underwriting Agreement (Genprex, Inc.), Underwriting Agreement (Genprex, Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative Counsel on the Closing Date or the Option Closing Date shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 6 contracts

Samples: Underwriting Agreement (ComSovereign Holding Corp.), Underwriting Agreement (Protagenic Therapeutics, Inc.\new), Underwriting Agreement (ComSovereign Holding Corp.)

Officer’s Certificate. Any certificate signed by any duly authorized officer or officers of the Company in connection with the Offering and delivered to you the Representative or to Representative Counsel ML shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 6 contracts

Samples: Underwriting Agreement (BGS Acquisition Corp.), Underwriting Agreement (BGS Acquisition Corp.), Underwriting Agreement (BGS Acquisition Corp.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representatives or to Representative Representatives Counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 6 contracts

Samples: Underwriting Agreement (Guardion Health Sciences, Inc.), Underwriting Agreement (Guardion Health Sciences, Inc.), Underwriting Agreement (Guardion Health Sciences, Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company in connection with the Offering and delivered to you the Representatives or to Representative Counsel GM shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 6 contracts

Samples: Underwriting Agreement (E.Merge Technology Acquisition Corp.), Underwriting Agreement (Enterprise 4.0 Technology Acquisition Corp), Underwriting Agreement (Haymaker Acquisition Corp. 4)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you Representative or to Representative Counsel Representative’s counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 6 contracts

Samples: Warrant Agreement (Asia Special Situation Acquisition Corp), Warrant Agreement (Asia Special Situation Acquisition Corp), Warrant Agreement (Asia Special Situation Acquisition Corp)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company in connection with the Offering and delivered to you the Representative or to Representative Counsel RS shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 6 contracts

Samples: Underwriting Agreement (7GC & Co. Holdings Inc.), Underwriting Agreement (Healthcare Capital Corp/De), Underwriting Agreement (Biotech Acquisition Co)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representatives or to Representative Counsel its counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 6 contracts

Samples: Underwriting Agreement (Chardan 2008 China Acquisition Corp.), Underwriting Agreement (Petra Acquisition Inc.), Underwriting Agreement (Petra Acquisition Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative Underwriter Counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 6 contracts

Samples: Underwriting Agreement (Rectitude Holdings Ltd.), Underwriting Agreement (China Internet Nationwide Financial Services, Inc.), Underwriting Agreement (Blink Charging Co.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representative or to Representative Counsel SRF shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 6 contracts

Samples: Underwriting Agreement (Farmmi, Inc.), Underwriting Agreement (Medigus Ltd.), Underwriting Agreement (Farmmi, Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative Counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 6 contracts

Samples: Underwriting Agreement (Ceres, Inc.), Underwriting Agreement (Ceres, Inc.), Underwriting Agreement (Ceres, Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative Counsel EGS in connection with this Offering shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 6 contracts

Samples: Underwriting Agreement (Superconductor Technologies Inc), Underwriting Agreement (Mandalay Digital Group, Inc.), Underwriting Agreement (Superconductor Technologies Inc)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representative or to Representative Counsel Xxxx shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 6 contracts

Samples: Underwriting Agreement (SeqLL, Inc.), Underwriting Agreement (Elate Group, Inc.), Underwriting Agreement (Elate Group, Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Underwriters or to Representative Counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 6 contracts

Samples: Underwriting Agreement (IMAC Holdings, Inc.), Underwriting Agreement (IMAC Holdings, Inc.), Underwriting Agreement (MMTec, Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representative or to Representative Underwriters Counsel on the Closing Date or on the Option Closing Date shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 5 contracts

Samples: Underwriting Agreement (Neuraxis, INC), Underwriting Agreement (Neuraxis, INC), Underwriting Agreement (Neuraxis, INC)

Officer’s Certificate. Any certificate pursuant to this Agreement signed by any duly authorized officer of the Company and delivered to you or to Representative Underwriter’s Counsel shall be deemed a representation and warranty by the Company to the Underwriters Underwriter as to the matters covered thereby.

Appears in 5 contracts

Samples: Underwriting Agreement (Gain Therapeutics, Inc.), Underwriting Agreement (Modular Medical, Inc.), Underwriting Agreement (Modular Medical, Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company or any of its subsidiaries and delivered to you the Representative or to Representative Counsel counsel for the Underwriters in connection with the offering of Shares shall be deemed a representation and warranty by the Company to each of the Underwriters as to the matters covered therebyset forth in such certificate as of the date of such certificate and, unless subsequently amended or supplemented, at each Representation Date subsequent thereto.

Appears in 5 contracts

Samples: Preferred Stock (Merrill Lynch & Co Inc), Underwriting Agreement (Merrill Lynch & Co Inc), Underwriting Agreement (Merrill Lynch & Co Inc)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you Underwriters or to Representative Underwriters’ Counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 5 contracts

Samples: Underwriting Agreement (Vittoria LTD), Underwriting Agreement (Epsium Enterprise LTD), Underwriting Agreement (Linkers Industries LTD)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representatives or to Representative Representatives’ Counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 5 contracts

Samples: Underwriting Agreement (AeroClean Technologies, LLC), Underwriting Agreement (WF International Ltd.), Underwriting Agreement (Golden Heaven Group Holdings Ltd.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company in connection with the Offering and delivered to you the Representative or to Representative Counsel Xxxxxx Xxxxxxx shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 5 contracts

Samples: Underwriting Agreement (Love & Health LTD), Underwriting Agreement (Sparta Healthcare Acquisition Corp.), Underwriting Agreement (Keen Vision Acquisition Corp.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representative or to Representative Counsel PC shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 5 contracts

Samples: Underwriting Agreement (Hancock Jaffe Laboratories, Inc.), Underwriting Agreement (Achieve Life Sciences, Inc.), Underwriting Agreement (Achieve Life Sciences, Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative Counsel BPLLC shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 5 contracts

Samples: Underwriting Agreement (Wetouch Technology Inc.), Underwriting Agreement (Wetouch Technology Inc.), Underwriting Agreement (Wetouch Technology Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Underwriters or to Representative Underwriter Counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 5 contracts

Samples: Underwriting Agreement (Sentage Holdings Inc.), Underwriting Agreement (Sentage Holdings Inc.), Underwriting Agreement (Lead Real Estate Co., LTD)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Underwriter or to Representative Counsel the Underwriter’s counsel shall be deemed a representation and warranty by the Company to the Underwriters Underwriter as to the matters covered thereby.

Appears in 5 contracts

Samples: Underwriting Agreement (Shermen WSC Acquisition Corp), Underwriting Agreement (Shermen WSC Acquisition Corp), Underwriting Agreement (Federal Services Acquisition CORP)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company in connection with the Offering and delivered to you the Representatives or to Representative Counsel L&W shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 5 contracts

Samples: Underwriting Agreement (Alpha Healthcare Acquisition Corp Iii), Underwriting Agreement (Hawks Acquisition Corp), Underwriting Agreement (Hawks Acquisition Corp)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representative or to Representative Underwriter Counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 4 contracts

Samples: Underwriting Agreement (Cachet Financial Solutions, Inc.), Underwriting Agreement (Applied UV, Inc.), Underwriting Agreement (Cachet Financial Solutions, Inc.)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Underwriters or to Representative Counsel its counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 4 contracts

Samples: Underwriting Agreement (Gurunet Corp), Underwriting Agreement (Gurunet Corp), Underwriting Agreement (Gurunet Corp)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company in connection with the Offering and delivered to you the Representative or to Representative Counsel R+C shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 4 contracts

Samples: Underwriting Agreement (Black Hawk Acquisition Corp), Underwriting Agreement (Quetta Acquisition Corp), Underwriting Agreement (Black Hawk Acquisition Corp)

Officer’s Certificate. Any certificate signed by any duly authorized officer of the Company and delivered to you the Representative or to Representative Counsel counsel to the Underwriters on the Closing Date shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

Appears in 4 contracts

Samples: Underwriting Agreement (LQR House Inc.), Underwriting Agreement (LQR House Inc.), Underwriting Agreement (LQR House Inc.)

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