Shareholders' Certificate. The Buyer shall have received a certificate of the Shareholders, in a form reasonably acceptable to the Buyer, dated the Closing Date, certifying that the conditions set forth in Sections 7.1, 7.2, 7.5, 7.6, 7.7, 7.8, 7.9, 7.10, 7.11, 7.12, 7.13 and 7.15 have been fulfilled.
Shareholders' Certificate. The Shareholders shall ------------------------- execute and deliver to Purchaser a certificate, dated the Closing Date, confirming (i) the truth, correctness and accuracy of all of the representations and warranties of the Shareholders contained herein as of the Closing Date and at all times between the date hereof and the Closing Date and (ii) that all agreements and covenants of the Shareholders specified herein have been complied with.
Shareholders' Certificate. The New Century Shareholders and the Additional New Century Shareholders shall have delivered to the Company a certificate as to good title to the New Century Shares owned by them and as to their waiver of appraisal rights available under the CGCL in respect of the Merger.
Shareholders' Certificate. Buyer shall have received a certificate of Shareholder, executed on behalf of Shareholder by one of its authorized officers (signed in such officer's representative capacity, and not individually), dated the Closing Date, certifying that, as to Shareholder, the conditions set forth in Sections 7.1, 7.2 and 7.3 have been fulfilled.
Shareholders' Certificate. Each of the Shareholders shall have delivered to the Buyer a certificate, dated as of the Closing Date and executed by its President or Vice President, certifying as to the fulfillment of the conditions specified in Sections 7.5 and 7.6 hereof.
Shareholders' Certificate. The Purchaser shall have received a certificate from Xxxx Xxxxxxxxx, the principal shareholder of the Seller, in a form reasonably satisfactory to the Purchaser, that the representations and warranties of the Seller set forth in Article III hereof are true and accurate as of the execution hereof and as of the Closing Date.
Shareholders' Certificate. Shareholders shall have --------------------------- executed and delivered to Parent a Shareholders' Certificate in substantially the form attached hereto as Exhibit C.
Shareholders' Certificate. THI shall have received an accurate certificate of the SELLERS dated the Closing Date, satisfactory in form and substance to THI and its counsel, certifying (a) as to the fulfillment of the matters specified in Sections 10.1 through 10.3.
Shareholders' Certificate. 47 12.8 Shareholder's Agreement......................................................... 47 12.9
Shareholders' Certificate. There shall have been delivered to ------------------------- GBB on the Closing Date a certificate executed by the Shareholder certifying, to the best knowledge of the Shareholder, compliance with all of the provisions of Sections 12.2, 12.3, 12.4, and 12.5.
