Common use of Closing Certificate Clause in Contracts

Closing Certificate. US Borrower shall have delivered to Agent and the Lenders an officer’s certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV have been satisfied, (ii) no Default or Event of Default exists nor immediately after the first Credit Event will exist, and (iii) each of the representations and warranties contained in Article VI hereof are true and correct as of the Closing Date.

Appears in 6 contracts

Samples: Credit Agreement (TTEC Holdings, Inc.), Credit Agreement (TTEC Holdings, Inc.), Security Agreement (Teletech Holdings Inc)

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Closing Certificate. US Borrower shall have delivered to Agent and the Lenders an officer’s certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV have been satisfied, (ii) no Default or Event of Default exists nor immediately after the first Credit Event will exist, and (iii) each of the representations and warranties contained in Article VI hereof are true and correct as of the Closing Date.

Appears in 6 contracts

Samples: Credit and Security Agreement (Shiloh Industries Inc), Credit and Security Agreement (Shiloh Industries Inc), Credit and Security Agreement (Jupitermedia Corp)

Closing Certificate. US Borrower shall have delivered to Agent and the Lenders an officer’s certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV have been satisfied, (ii) no Default or Event of Default exists nor immediately after the first Credit Event will exist, and (iii) each of the representations and warranties contained in Article VI hereof are true and correct in all material respects as of the Closing Date.

Appears in 5 contracts

Samples: Credit Agreement (Sykes Enterprises Inc), Assignment and Acceptance Agreement (Netscout Systems Inc), Assignment and Acceptance Agreement (Epiq Systems Inc)

Closing Certificate. US Borrower Borrowers shall have delivered to Agent and the Lenders Banks an officer’s certificate certifying that, as of the Closing Date, (ia) all conditions precedent set forth in this Article IV have been satisfied, (iib) no Default or Event of Default exists nor immediately after the making of the first Credit Event Loan will exist, and (iiic) each of the representations and warranties contained in Article VI hereof are true and correct as of the Closing Date.

Appears in 5 contracts

Samples: Credit Agreement (Nordson Corp), Credit Agreement (Nordson Corp), Assignment and Assumption Agreement (Nordson Corp)

Closing Certificate. US Borrower Borrowers shall have delivered to Agent and the Lenders an officer’s certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV have been satisfied, (ii) no Default or Event of Default exists nor immediately after the first Credit Event will exist, and (iii) each of the representations and warranties contained in Article VI hereof are true and correct as of the Closing Date.

Appears in 5 contracts

Samples: Credit Agreement (Core Molding Technologies Inc), Credit Agreement (Gibraltar Industries, Inc.), Credit Agreement (Gibraltar Industries, Inc.)

Closing Certificate. US The Borrower shall have delivered to the Administrative Agent and the Lenders an officer’s certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV Sections 4.1 and 4.2 have been satisfied, (ii) no Default or Event of Default exists nor or immediately after the first Credit Event will exist, and (iii) each of the representations and warranties contained in Article VI hereof are true and correct as of the Closing Date.

Appears in 4 contracts

Samples: Credit and Security Agreement (Sleep Number Corp), Credit and Security Agreement (Sleep Number Corp), Credit and Security Agreement (Sleep Number Corp)

Closing Certificate. US Borrower Borrowers shall have delivered to Agent and the Lenders an officer’s certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV have been satisfied, (ii) no Default or Event of Default exists nor immediately after the first Credit Event will exist, and (iii) each of the representations and warranties contained in Article VI hereof are true and correct in all material respects as of the Closing Date.

Appears in 3 contracts

Samples: Credit and Security Agreement (Epiq Systems Inc), Credit and Security Agreement (Epiq Systems Inc), Credit and Security Agreement (Epiq Systems Inc)

Closing Certificate. US Borrower shall have delivered to Agent and the Lenders an officer’s certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV Section 6.02 have been satisfied, (ii) no Default or Event of Default exists nor immediately after the making of the first Credit Event Loan will exist, and (iii) each of the representations and warranties contained in Article VI IV hereof are true and correct as of the Closing Date.

Appears in 3 contracts

Samples: Credit Agreement (Steris Corp), Credit Agreement (Steris Corp), Credit Agreement (Steris Corp)

Closing Certificate. US Borrower shall have delivered to Agent and the Lenders an officer’s certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV have been satisfied, (ii) no Default or Event of Default exists nor immediately after the making of the first Loan or the issuance of the first Letter of Credit Event will exist, and (iii) each of the representations and warranties contained in Article VI hereof are true and correct as of the Closing Date.

Appears in 2 contracts

Samples: Assignment and Acceptance Agreement (Teletech Holdings Inc), Assignment and Acceptance Agreement (Shiloh Industries Inc)

Closing Certificate. US The Borrower shall have delivered to the Agent and the Lenders an officerAuthorized Officer’s certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV Section 4.2 have been satisfied, (ii) no Default or Event of Default exists nor immediately after the first Credit Event will exist, and (iii) each of the representations and warranties contained in Article VI hereof are true and correct as of the Closing Date.;

Appears in 2 contracts

Samples: Credit and Security Agreement, Credit and Security Agreement (Kratos Defense & Security Solutions, Inc.)

Closing Certificate. US Borrower shall have delivered to Agent and the Lenders an officer’s certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV have been satisfied, (ii) no Default or Event of Default exists nor immediately after the making of the first Loan or the issuance of the first Letter of Credit Event will exist, and (iiiii) each of the representations and warranties contained in Article VI hereof are true and correct as of the Closing Date.

Appears in 2 contracts

Samples: Credit Agreement (Cintas Corp), Credit Agreement (Cintas Corp)

Closing Certificate. US Borrower shall have delivered to Agent and the Lenders an officer’s 's certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV have been satisfied, (ii) no Default or Event of Default exists nor immediately after the making of the first Loan or the issuance of the first Letter of Credit Event will exist, and (iii) each of the representations and warranties contained in Article VI hereof are true and correct as of the Closing Date.

Appears in 2 contracts

Samples: Assignment and Acceptance Agreement (Pioneer Standard Electronics Inc), Credit Agreement (Schulman a Inc)

Closing Certificate. US Borrower shall have delivered to Agent and the Lenders Banks an officer’s certificate certifying that, as of the Closing Date, (ia) all conditions precedent set forth in this Article IV have been satisfied, (iib) no Default or Event of Default exists nor immediately after the making of the first Credit Event Loan will exist, and (iiic) each of the representations and warranties contained in Article VI hereof are true and correct as of the Closing Date.

Appears in 2 contracts

Samples: Assignment and Assumption Agreement (Nordson Corp), Credit Agreement (Nordson Corp)

Closing Certificate. US Borrower shall have delivered to Collateral Agent and the Lenders an officer’s certificate certifying that, as of the Closing Date, : (i) all conditions precedent set forth in this Article IV have been satisfied, ; (ii) no Default or Event of Default exists nor immediately after the first Credit Event will exist, ; and (iii) each of the representations and warranties contained in Article VI hereof are true and correct as of the Closing Date.

Appears in 1 contract

Samples: Assignment and Acceptance Agreement (Sg Blocks, Inc.)

Closing Certificate. US Borrower Borrowers shall have delivered to Agent and the Lenders an officer’s 's certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV have been satisfiedsatisfied or waived, (ii) no Default or Event of Default exists nor immediately after the making of the first Loan or the issuance of the first Letter of Credit Event will exist, and (iii) each of the representations and warranties contained in Article VI hereof are true and correct in all material respects as of the Closing Date.

Appears in 1 contract

Samples: Assignment and Acceptance Agreement (Smucker J M Co)

Closing Certificate. US Borrower shall have delivered to Agent and the Lenders Lender an officer’s 's certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV have been satisfied, (ii) no Default or Event of Default exists nor immediately after the first Credit Event will exist, and (iii) each of the representations and warranties contained in Article VI hereof are true and correct as of the Closing Date.

Appears in 1 contract

Samples: Credit and Security Agreement (Aldila Inc)

Closing Certificate. US Borrower Borrowers shall have delivered to Agent and the Lenders an officer’s 's certificate certifying that, as of the Closing Date, (ia) all conditions precedent set forth in this Article IV have been satisfied, (iib) no Default or Event of Default exists nor immediately after the making of the first Credit Event Loan will exist, and (iiic) each of the representations and warranties contained in Article VI hereof are true and correct as of the Closing Date.

Appears in 1 contract

Samples: Credit Agreement (Schulman a Inc)

Closing Certificate. US Borrower The Borrowers shall have delivered to the Administrative Agent and the Lenders an officer’s certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV have been satisfied, (ii) no Default or Event of Default exists nor or immediately after the first Credit Event will exist, and (iiiii) each of the representations and warranties contained in Article VI hereof are true and correct as of the Closing Date, and (iii) no Material Adverse Effect has occurred since December 31, 2017.

Appears in 1 contract

Samples: Second Amendment Agreement (Universal Logistics Holdings, Inc.)

Closing Certificate. US Borrower shall have delivered to Agent and the Lenders an officer’s certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV have been satisfied, (ii) no Default or Event of Default exists nor immediately after the making of the first Loan or the issuance of the first Letter of Credit Event will exist, and (iii) each of the representations and warranties contained in Article VI hereof are true and correct in all material respects as of the Closing Date.

Appears in 1 contract

Samples: Credit and Security Agreement (Epiq Systems Inc)

Closing Certificate. US Borrower Borrowers shall have delivered to Agent and the Lenders an officer’s 's certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV have been satisfied, (ii) no Default or Event of Default exists nor immediately after the making of the first Loan or issuance of the first Letter of Credit Event will exist, and (iii) each of the representations and warranties contained in Article VI hereof are true and correct in all material respects as of the Closing Date.

Appears in 1 contract

Samples: Credit Agreement (Cooper Companies Inc)

Closing Certificate. US Borrower shall have delivered to Agent and the Lenders an officer’s 's certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV have been satisfied, (ii) no Default or Event of Default exists nor immediately after the making of the first Loan or the issuance of the first Letter of Credit Event will exist, and (iii) each of the representations and warranties contained in Article VI hereof are true and correct in all material respects as of the Closing Date.

Appears in 1 contract

Samples: Credit Agreement (Sykes Enterprises Inc)

Closing Certificate. US Borrower shall have delivered to the Global Agent and the Lenders an officer’s 's certificate certifying that, as of the Closing Date, (ia) all conditions precedent set forth in this Article IV have been satisfied, (iib) no Default or Event of Default exists nor immediately after the occurrence of the first Credit Event will exist, and (iiic) each of the representations and warranties contained in Article VI hereof are true and correct as of the Closing Date.

Appears in 1 contract

Samples: Credit Agreement (American Greetings Corp)

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Closing Certificate. US Borrower Borrowers shall have delivered to Agent and the Lenders Lender an officer’s certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV have been satisfied, (ii) no Default or Event of Default exists nor immediately after the first Credit Event will exist, and (iii) each of the representations and warranties contained in Article VI hereof are true and correct in all material respects as of the Closing Date.

Appears in 1 contract

Samples: Credit and Security Agreement (Hawk Corp)

Closing Certificate. US Borrower Borrowers shall have delivered to Agent and the Lenders Banks an officer’s 's certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV have been satisfied, (ii) no Default or Event of Default exists nor immediately after the first Credit Event will existEvent, and (iii) each of the representations and warranties contained in Article VI VII hereof are true and correct as of the Closing Date.

Appears in 1 contract

Samples: Credit and Security Agreement (MTC Technologies Inc)

Closing Certificate. US Borrower shall have delivered to Agent and the Lenders Banks an officer’s 's certificate certifying that, as of the Closing Date, (ia) all conditions precedent set forth in this Article IV have been satisfied, (iib) no Default or Event of Default exists nor immediately after the making of the first Credit Event Loan will exist, and (iiic) each of the 32 38 representations and warranties contained in Article VI hereof are true and correct as of the Closing Date.

Appears in 1 contract

Samples: Assignment and Acceptance Agreement (Nordson Corp)

Closing Certificate. US Borrower shall have delivered to Agent and the Lenders Lender an officer’s certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV have been satisfied, (ii) no Default or Event of Default exists nor immediately after the first Credit Event will exist, and (iii) each of the representations and warranties contained in Article VI hereof are true and correct as of the Closing Date.

Appears in 1 contract

Samples: Credit Agreement (Texas Capital Bancshares Inc/Tx)

Closing Certificate. US Borrower Borrowers shall have delivered to Agent and the Lenders Banks an officer’s 's certificate certifying that, as of the Closing Date, (ia) all conditions precedent set forth in this Article IV have been satisfied, (iib) no Default or Event of Default exists nor immediately after the making of the first Loan or the issuance of the first Letter of Credit Event will exist, and (iiic) each of the representations and warranties contained in Article VI hereof are true and correct as of the Closing Date.

Appears in 1 contract

Samples: Intercreditor Agreement (Cedar Fair L P)

Closing Certificate. US Borrower The Borrowers shall have delivered to the Administrative Agent and the Lenders an officer’s certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV have been satisfied, (ii) no Default or Event of Default exists nor or immediately after the first Credit Event will exist, and (iiiii) each of the representations and warranties contained in Article VI hereof are true and correct as of the Closing Date, and (iii) no Material Adverse Effect has occurred since December 31, 2021.

Appears in 1 contract

Samples: Credit and Security Agreement (Universal Logistics Holdings, Inc.)

Closing Certificate. US Borrower shall have delivered to Agent and the Lenders Banks an officer’s 's certificate certifying that, as of the Closing Date, (ia) all conditions precedent set forth in this Article IV have been satisfied, (iib) no Default or Event of Default exists nor immediately after the making of the first Credit Event Loan will exist, and (iiic) each of the representations and warranties contained in Article VI hereof are true and correct as of the Closing Date.

Appears in 1 contract

Samples: Assignment and Acceptance Agreement (Standard Register Co)

Closing Certificate. US Borrower Borrowers shall have delivered to Agent and the Lenders Banks an officer’s certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV have been satisfied, (ii) no Default or Event of Default exists nor immediately after the first Credit Event will existEvent, and (iii) each of the representations and warranties contained in Article VI VII hereof are true and correct in all material respects as of the Closing Date.

Appears in 1 contract

Samples: Credit and Security Agreement (MTC Technologies Inc)

Closing Certificate. US Borrower Borrowers shall have delivered to Agent and the Lenders an officer’s certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV have been satisfied, (ii) no Default or Event of Default exists nor immediately after the making of the first Loan or the issuance of the first Letter of Credit Event will exist, and (iii) each of the representations and warranties contained in Article VI hereof are true and correct as of the Closing Date.

Appears in 1 contract

Samples: Credit Agreement (IHS Inc.)

Closing Certificate. US Borrower shall have delivered to Agent and the Lenders an officer’s 's certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV Section 6.02 have been satisfied, (ii) no Default or Event of Default exists nor immediately after the making of the first Credit Event Loan will exist, and (iii) each of the representations and warranties contained in Article VI IV hereof are true and correct as of the Closing Date.

Appears in 1 contract

Samples: Credit Agreement (Steris Corp)

Closing Certificate. US The Borrower shall have delivered to the Administrative Agent and the Lenders an officer’s certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV Sections 4.1 and 4.2 have been satisfied, (ii) no Default or Event of Default exists nor or immediately after the first Credit Event will exist, and (iii) each of the representations and warranties contained in Article VI hereof are true and correct as of the Closing Date.. 57

Appears in 1 contract

Samples: Credit and Security Agreement (Sleep Number Corp)

Closing Certificate. US Borrower shall have delivered to Agent and the Lenders an officer’s 's certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV have been satisfied, (ii) no Default or Event of Default exists nor immediately after the making of the first Loan or the issuance of the first Letter of Credit Event will exist, and (iii) each of the representations and warranties contained in Article VI VII hereof are true and correct as of the Closing Date.

Appears in 1 contract

Samples: Assignment and Acceptance Agreement (Shiloh Industries Inc)

Closing Certificate. US Borrower shall have delivered to Agent and the Lenders an officer’s certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in this Article IV have been satisfied, (ii) no Default or Event of Default exists nor immediately after the making of the first Credit Event will existLoan, and (iii) each of the representations and warranties contained in Article VI hereof are true and correct in all material respects as of the Closing Date.

Appears in 1 contract

Samples: Assignment and Acceptance Agreement (Bea Systems Inc)

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