Seller’s Certificate definition

Seller’s Certificate means the form of certificate to be executed and delivered by Seller to Purchaser at the Closing with respect to the truth and accuracy of Seller’s warranties and representations contained in this Agreement (modified and updated as the circumstances require), in the form attached hereto as SCHEDULE 7.

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Seller’s Certificate means a certificate to the effect that each of the conditions specified in clauses (a) through (c) (insofar as clause (c) relates to an action, suit or proceeding involving, or a judgment, order, decree, stipulation or injunction against, a Seller) of Section 5.1 is satisfied.

Seller’s Certificate means, collectively, the Bank Certificate and any outstanding Supplemental Certificates.

Examples of Seller’s Certificate in a sentence

With respect to Work on Buyer or Government premises, the following sentence shall be incorporated on Seller’s Certificate of Insurance: "(Name of Buyer) is an additional insured with waiver of subrogation on any insurance policy." The Seller shall also require all first-tier subcontractors who will perform Work on Buyer or Government premises to procure and maintain the insurance specified below during the entire period of their performance and to furnish proof at Buyer’s request.
Without the prior written consent of the Administrative Agent and the Majority Group Agents, the Seller will not (and will not permit any Originator or the Servicer to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Director” (as such term is used in the Seller’s Certificate of Formation and Limited Liability Company Agreement).
Without the prior written consent of the Administrative Agent and the Majority Purchasers, the Seller will not (and will not permit any Originator or the Servicer to) amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager” (as such term is used in the Seller’s Certificate of Formation and Limited Liability Company Agreement).
True and complete copies of the Seller’s Certificate of Incorporation, as amended, and Bylaws, as amended, as currently in effect and as will be in effect on the Closing Date (collectively, the “Articles and Bylaws”), have previously been provided to the Purchasers.
Attached as Schedule 5.1 are true, correct, and complete copies of Seller’s Certificate of Incorporation and Bylaws, and all amendments thereto.

More Definitions of Seller’s Certificate

Seller’s Certificate means a written certificate signed by Optionee, in form satisfactory to Optionor and dated as of the date of any sale of Optioned Units hereunder, to the effect that the representations and warranties of Optionee set forth in Section 8(a), (b), (c), (d) and (f) of this Agreement are true and correct in all respects as of the date of the sale of any Optioned Units hereunder.

Seller’s Certificate shall have the meaning set forth in Section 6.1.

Seller’s Certificate means the certificate of the Sellers in the form of Exhibit D attached hereto. ---------

Seller’s Certificate shall have the meaning set forth in Section 10.2.1.

Seller’s Certificate shall have the meaning set forth in Section 3.1.

Seller’s Certificate is defined in Section 12.3(f).

Seller’s Certificate means the certificate that represents the interest of the Sellers in the Trust, executed and authenticated by the Trustee, substantially in the form of EXHIBIT A, with appropriate insertions, and exchangeable as provided in SECTION 5.9.