Purchaser’s Closing Certificate definition

Purchaser’s Closing Certificate shall have the meaning set forth in Section 7.1. hereof.

Purchaser’s Closing Certificate means the instrument in the form attached as Schedule 2(a) to be executed and delivered by the Purchaser to the Vendor under Section 9.1(e); and

Purchaser’s Closing Certificate has the meaning set forth in Section 4.3(a).

Examples of Purchaser’s Closing Certificate in a sentence

• If the representations and warranties of Purchaser contained in this Agreement are no longer true and correct in all material respects as of Closing due to changes in fact since the date of this Agreement, then Purchaser shall so indicate in the Purchaser’s Closing Certificate provided at Closing.

• The representations and warranties of Purchaser contained in this Agreement were true and correct in all material respects when made, and are true and correct in all material respects on the Closing Date except for changes which are not likely to have a material adverse effect on the interest of Seller in the Property or Hotel, and Seller shall have received the Purchaser’s Closing Certificate executed by Purchaser.

• Purchaser shall have fulfilled or complied in all material respects with all covenants contained in this Agreement to be fulfilled or complied with by it at or prior to the Closing Date and Purchaser shall have executed and delivered to Vendor Purchaser’s Closing Certificate to that effect.

• The Purchaser covenants and agrees to indemnify and save harmless the Vendors from any loss, damage, liability, cost or expense suffered by the Vendors, directly or indirectly, as a result of or arising out of any breach of representation, warranty, covenant or agreement of the Purchaser contained in this Agreement, the Purchaser’s Closing Certificate or any document or certificate delivered under this Agreement.

• The representations and warranties of Purchaser contained in this Agreement were true in all material respects when made, and are true in all material respects on the Closing Date, and Seller shall have received a the Purchaser’s Closing Certificate executed by Purchaser.

More Definitions of Purchaser’s Closing Certificate

Purchaser’s Closing Certificate means a certificate of an officer of the Purchaser, dated as of the Closing Date, to the effect set forth in Section 6.2(a) hereof.

Purchaser’s Closing Certificate is defined in Section 10(c)(ii).

Purchaser’s Closing Certificate means a certificate from Purchaser in the form attached as Schedule “H”;

Purchaser’s Closing Certificate means a certificate of an officer of the Parent certifying that attached thereto are true and complete copies of (i) all formation documents of the Parent and Purchaser and (ii) all resolutions adopted by the board of directors of the Parent and the Purchaser, in each case, authorizing the execution, delivery and performance of this Agreement and the other Transaction Documents and the consummation of the transactions contemplated hereby and thereby, and that all such resolutions are in full force and effect and are all the resolutions adopted in connection with the transactions contemplated hereby and thereby.

Purchaser’s Closing Certificate has the meaning specified in Section 9.3(2)(a).

Purchaser’s Closing Certificate means the certificate of Purchaser in substantially the form of Exhibit 1.110 attached hereto.

Purchaser’s Closing Certificate has the meaning set forth in 3.1(d)(v).