Common use of Closing Certificate Clause in Contracts

Closing Certificate. Buyer shall have delivered to Seller a certificate, dated the Closing Date and duly executed by Buyer, certifying that the conditions set forth in Sections 6.3(a) and 6.3(b) have been satisfied.

Appears in 6 contracts

Samples: Asset Purchase Agreement (Albireo Pharma, Inc.), Asset Purchase Agreement (Rhythm Pharmaceuticals, Inc.), Asset Purchase Agreement (Argenx Se)

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Closing Certificate. Buyer Seller shall have delivered to Seller Buyer a certificate, dated the Closing Date and duly executed by BuyerSeller, certifying that the conditions set forth in Sections 6.3(a6.2(a) and 6.3(b6.2(b) have been satisfied.

Appears in 6 contracts

Samples: Asset Purchase Agreement (Albireo Pharma, Inc.), Asset Purchase Agreement (Rhythm Pharmaceuticals, Inc.), Asset Purchase Agreement (Argenx Se)

Closing Certificate. Buyer The Seller shall have delivered to Seller received a certificate, certificate dated the Closing Date and duly executed by Buyer, certifying authorized officers of Buyer to the effect that the conditions set forth contained in Sections 6.3(a4.2(a), 4.2(b) and 6.3(b4.2(c) have been satisfiedfulfilled.

Appears in 5 contracts

Samples: Purchase Agreement (Hammer Fiber Optics Holdings Corp), Purchase Agreement (Hammer Fiber Optics Holdings Corp), Purchase Agreement (Hammer Fiber Optics Holdings Corp)

Closing Certificate. Buyer Seller shall have delivered to Seller received a certificate, certificate from Purchaser dated the Closing Date and duly executed by Buyer, certifying in such detail as Seller may reasonably request that the conditions set forth specified in Sections 6.3(a) 5.2.1 and 6.3(b) 5.2.2 hereof have been satisfiedfulfilled.

Appears in 4 contracts

Samples: Industrial Lease Agreement (Adams Laboratories, Inc.), Asset Purchase Agreement (Advanced Polymer Systems Inc /De/), Industrial Lease Agreement (Adams Respiratory Therapeutics, Inc.)

Closing Certificate. Buyer Seller shall have delivered to Seller Buyer a certificate, dated the Closing Date and duly executed by BuyerSeller, certifying that the conditions set forth in Sections 6.3(aSection 6.02(a) and 6.3(bSection 6.02(b) have been satisfied.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Bluebird Bio, Inc.), Asset Purchase Agreement (Argenx Se), Asset Purchase Agreement (Bluebird Bio, Inc.)

Closing Certificate. Buyer At the Closing, Seller shall have delivered to Seller Buyer a certificate, certificate dated the date of the Closing Date and duly executed signed by BuyerSeller, certifying stating that the conditions set forth specified in Sections 6.3(aSection 7(a)(i) and 6.3(bSection 7(a)(ii) have been satisfiedsatisfied as of the Closing.

Appears in 3 contracts

Samples: Real Estate Purchase Agreement (Red White & Bloom Brands Inc.), Agreement and Plan of Merger (Red White & Bloom Brands Inc.), Real Estate Purchase Agreement

Closing Certificate. Buyer Seller shall have delivered to Seller Buyer a certificate, dated the Closing Date and certificate duly executed by Buyeran authorized officer of Seller, dated as of the Closing Date, certifying that on behalf of Seller as to Seller’s compliance with the conditions set forth in Sections 6.3(aSection 6.2(a) and 6.3(b) have been satisfied.Section 6.2(b). -39-

Appears in 3 contracts

Samples: Stock Purchase Agreement (SAFG Retirement Services, Inc.), Stock Purchase Agreement (SAFG Retirement Services, Inc.), Stock Purchase Agreement (American International Group, Inc.)

Closing Certificate. Buyer shall have delivered to Seller received a certificate, dated as of the Closing Date and duly executed Date, signed by Buyer, Seller certifying that the conditions set forth specified in Sections 6.3(a6.1(a) and 6.3(b6.1(b) have been satisfiedfulfilled.

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (C-Cor Inc)

Closing Certificate. Buyer Seller shall have delivered to Buyer a certificate signed by an authorized officer of Seller a certificatestating that, dated as of the Closing Date and duly executed by BuyerDate, certifying that the conditions set forth in Sections 6.3(a8.2.(a) and 6.3(b8.2.(b) have been satisfied.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Amphastar Pharmaceuticals, Inc.), Asset Purchase Agreement (Amphastar Pharmaceuticals, Inc.)

Closing Certificate. Buyer Seller shall have delivered to Seller received a certificate, dated the Closing Date and signed by a duly executed by authorized officer of the Buyer, dated as of the Closing, certifying that each of the conditions set forth specified in Sections 6.3(aSection 6.2(a) and 6.3(bSection 6.2(b) have been fully satisfied.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (Assisted 4 Living, Inc.), Membership Interest Purchase Agreement (Assisted 4 Living, Inc.)

Closing Certificate. Buyer shall have delivered to Seller a certificate, dated the Closing Date and duly executed by Buyer, certifying that the conditions set forth in Sections 6.3(a7.3(a) and 6.3(b7.3(b) have been satisfied.

Appears in 2 contracts

Samples: PRV Transfer Agreement (Gw Pharmaceuticals PLC), PRV Transfer Agreement (Biohaven Pharmaceutical Holding Co Ltd.)

Closing Certificate. Buyer shall have delivered to Seller a certificate, dated as of the Closing Date and duly executed Date, signed by the Managing Director of Buyer, certifying confirming that the conditions set forth in Sections 6.3(a9(a) and 6.3(b9(b) have been satisfied.

Appears in 2 contracts

Samples: Membership Interests Purchase Agreement (Arc Logistics Partners LP), Membership Interests Purchase Agreement (CorEnergy Infrastructure Trust, Inc.)

Closing Certificate. Buyer shall have delivered to Seller a certificate, dated the Closing Date and duly executed by BuyerXxxxx, certifying that the conditions set forth in Sections 6.3(aSection 6.03(a) and 6.3(bSection 6.03(b) have been satisfied.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Bluebird Bio, Inc.), Asset Purchase Agreement (Bluebird Bio, Inc.)

Closing Certificate. Buyer shall have delivered to received from each Seller a certificate, certificate (dated the Closing Date and duly in form and substance reasonably satisfactory to Buyer) executed by Buyereach Seller, respectively, certifying that the conditions set forth specified in Sections 6.3(asubsection (b) and 6.3(b(c) of this Section 7.1 have been satisfiedfulfilled.

Appears in 2 contracts

Samples: Contribution and Membership Interest (DJSP Enterprises, Inc.), Contribution and Membership Interest Purchase Agreement (Chardan 2008 China Acquisition Corp.)

Closing Certificate. Buyer shall have delivered to Seller a certificatecertificate signed by an authorized officer of Buyer stating that, dated as of the Closing Date and duly executed by BuyerDate, certifying that the conditions set forth in Sections 6.3(a8.1.(a) and 6.3(b8.1.(b) have been satisfied.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Amphastar Pharmaceuticals, Inc.), Asset Purchase Agreement (Amphastar Pharmaceuticals, Inc.)

Closing Certificate. Buyer Seller shall have delivered to Seller Buyer a certificate, dated the Closing Date and duly executed by BuyerSeller, certifying that the conditions set forth in Sections 6.3(a7.2(a) and 6.3(b7.2(b) have been satisfied.

Appears in 2 contracts

Samples: PRV Transfer Agreement (Gw Pharmaceuticals PLC), PRV Transfer Agreement (Biohaven Pharmaceutical Holding Co Ltd.)

Closing Certificate. Buyer Purchaser shall have delivered to Seller a certificate, dated the Closing Date and signed by a duly executed by Buyerauthorized officer of Seller, certifying confirming that the conditions set forth in Sections 6.3(aSection 6.02(b) and 6.3(b(c) have been satisfiedsatisfied (the “Purchaser Certificate”).

Appears in 1 contract

Samples: Asset Purchase Agreement (Fusion Pharmaceuticals Inc.)

Closing Certificate. Buyer Seller shall have delivered to Seller Buyer a certificate, dated the Closing Date and duly executed by BuyerDate, certifying that the conditions set forth specified in Sections 6.3(a) 5.1.1 and 6.3(b) 5.1.2 have been satisfied.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Infocrossing Inc)

Closing Certificate. Buyer Sellers shall have delivered to Seller each Buyer a certificate, certificate dated as of the Closing Date and duly validly executed by Buyer, certifying both Sellers representing that the conditions set forth in Sections 6.3(a) and 6.3(b) this ARTICLE VIII have been satisfied.satisfied in full (unless otherwise waived in accordance with the terms hereof). 8.9

Appears in 1 contract

Samples: Master Purchase Agreement

Closing Certificate. Buyer Seller shall have delivered to Seller received a certificate, certificate dated as of the Closing Date and duly executed signed on behalf of Buyer by Buyer, an authorized officer of Buyer certifying that the conditions set forth in Sections 6.3(a7.2(a), 7.2(b) and 6.3(b7.2(c) have been satisfied.

Appears in 1 contract

Samples: Purchase Agreement (KORE Group Holdings, Inc.)

Closing Certificate. Buyer Seller shall have delivered to Seller received a certificate, dated the Closing Date and signed by a duly executed by authorized officer of the Buyer, dated as of the Closing, certifying that each of the conditions set forth specified in Sections 6.3(a) Section 0 and 6.3(b) Section 0 have been fully satisfied.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Assisted 4 Living, Inc.)

Closing Certificate. Buyer The Seller shall have delivered to Seller received a certificatecertificate from the Buyer, dated the Closing Date and duly executed Date, signed by the Buyer, certifying that confirming the satisfaction of the conditions set forth in Sections 6.3(aSection 7.3(a) and 6.3(b) have been satisfiedSection 7.3(b).

Appears in 1 contract

Samples: Share Purchase and Subscription Agreement (ReneSola LTD)

Closing Certificate. Buyer shall have delivered to Seller received a certificatecertificate from the Sellers, dated the Closing Date and duly executed by BuyerDate, certifying to the effect that the conditions set forth in Sections 6.3(a) and 6.3(b) have been satisfied.

Appears in 1 contract

Samples: Purchase Agreement (Aleris International, Inc.)

Closing Certificate. Buyer Sellers shall have delivered to Seller received a certificate, dated as of the Closing Date and duly validly executed by on behalf of Buyer, certifying stating that the conditions set forth in Sections 6.3(a) and 6.3(b) have been satisfied.

Appears in 1 contract

Samples: Share Purchase Agreement (Rekor Systems, Inc.)

Closing Certificate. Buyer shall Seller will have delivered to Seller Buyer a certificate, dated the Closing Date and duly executed signed by Buyeran officer of Seller, certifying that the conditions set forth in Sections 6.3(a) and 6.3(bSection Section 6.1(a) have been satisfiedmet.

Appears in 1 contract

Samples: Asset Purchase Agreement (Dynatronics Corp)

Closing Certificate. Buyer Seller shall have delivered to Seller Buyer a certificate, dated the Closing Date and duly executed by BuyerSeller, certifying that the conditions set forth in Sections 6.3(a6.02(a) and 6.3(b6.02(b) have been satisfied.

Appears in 1 contract

Samples: Asset Purchase Agreement (Marinus Pharmaceuticals, Inc.)

Closing Certificate. Buyer Seller shall have delivered to Seller Purchaser a certificatecertificate executed by an authorized officer of Seller, dated as of the Closing Date and duly executed by BuyerDate, certifying that the conditions set forth in Sections 6.3(a5.2(a), (b) and 6.3(b(c) have been satisfied.

Appears in 1 contract

Samples: Asset Purchase Agreement (Scott's Liquid Gold - Inc.)

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Closing Certificate. Buyer Seller shall have delivered to Seller received a certificatecertificate of Buyer, dated the Closing Date and signed by its duly executed by Buyerauthorized officer, certifying to the effect that the conditions set forth in Sections 6.3(a7.2(a) and 6.3(b(b) have been satisfied.

Appears in 1 contract

Samples: Stock Purchase Agreement (Aleris International, Inc.)

Closing Certificate. Buyer Seller shall have delivered to Seller Purchaser a certificatecertificate of Seller, dated as of the Closing Date and duly executed by BuyerDate, certifying stating that the conditions set forth specified in Sections 6.3(a6.02(a) and 6.3(b6.02(b) have been satisfied.

Appears in 1 contract

Samples: Asset Purchase Agreement (Pinnacle Foods Inc.)

Closing Certificate. Buyer shall have delivered to Seller and BPI a certificate, dated the Closing Date and duly executed by Buyer, certifying that the conditions set forth in Sections 6.3(a4.3(a) and 6.3(b4.3(b) have been satisfied.

Appears in 1 contract

Samples: Asset Purchase Agreement (Biomarin Pharmaceutical Inc)

Closing Certificate. Buyer Seller shall have delivered to Seller received a certificate, dated as of the Closing Date and duly validly executed by Buyeron behalf of Acquiror, certifying stating that the conditions set forth in Sections 6.3(a7.3(a) and 6.3(b(b) have been satisfied.

Appears in 1 contract

Samples: Transaction Agreement (Wellcare Health Plans, Inc.)

Closing Certificate. Buyer shall have delivered to Seller a certificate, dated the Closing Date and duly executed by BuyerBxxxx, certifying that the conditions set forth in Sections 6.3(aSection 6.03(a) and 6.3(bSection 6.03(b) have been satisfied.

Appears in 1 contract

Samples: Asset Purchase Agreement (Argenx Se)

Closing Certificate. Buyer Seller shall have delivered to Seller received a certificatecertificate duly executed by an authorized officer of Buyer, dated the Closing Date and duly executed by BuyerDate, certifying to the effect that the conditions set forth in Sections 6.3(aSection 6.2(a) and 6.3(bSection 6.2(b) have been satisfied.

Appears in 1 contract

Samples: Stock Purchase Agreement (Republic Airways Holdings Inc)

Closing Certificate. Buyer Seller shall have delivered to Seller Buyer a certificate, certificate dated the Closing Date and duly executed by Buyer, certifying to the effect that the conditions set forth condition specified in Sections 6.3(a6.2(b) and 6.3(b6.2(c) have has been satisfied.

Appears in 1 contract

Samples: Purchase Agreement (Hardinge Inc)

Closing Certificate. Buyer shall have delivered to Seller a certificate, dated the Closing Date and duly executed by Buyer, certifying that the conditions set forth in Sections 6.3(a6.03(a) and 6.3(b6.03(b) have been satisfied.

Appears in 1 contract

Samples: Asset Purchase Agreement (Marinus Pharmaceuticals, Inc.)

Closing Certificate. Buyer Seller shall have delivered to Seller Buyer a certificate, dated the Closing Date and duly executed by BuyerSeller, certifying that the conditions set forth in Sections 6.3(a4.2(a) and 6.3(b4.2(b) have been satisfied.

Appears in 1 contract

Samples: Asset Purchase Agreement (Biomarin Pharmaceutical Inc)

Closing Certificate. Buyer The Sellers shall have delivered to Seller received a certificatecertificate of Buyer, dated the Closing Date and duly executed by BuyerDate, certifying to the effect that the conditions set forth in Sections 6.3(a6.2(a) and 6.3(b6.2(b) have been satisfied.

Appears in 1 contract

Samples: Purchase Agreement (Aleris International, Inc.)

Closing Certificate. Buyer The Seller shall have delivered to Seller the Buyer a certificate, dated the Closing Date and duly executed by Buyerthe Seller, certifying that the conditions set forth specified in Sections 6.3(a) 8.1 and 6.3(b) 8.2 have been satisfiedfulfilled.

Appears in 1 contract

Samples: Stock Purchase Agreement (Debt Resolve Inc)

Closing Certificate. Buyer The Seller shall have delivered to Seller received a certificate, dated as of the Closing Date and duly executed signed on behalf of the Buyer by an officer of the Buyer, certifying stating that the conditions set forth specified in Sections Section 6.3(a) and Section 6.3(b) have been satisfied.

Appears in 1 contract

Samples: Asset Purchase Agreement (Newpark Resources Inc)

Closing Certificate. Buyer shall have delivered to Seller a certificate, signed by an officer of Buyer, dated as of the Closing Date and duly executed by BuyerDate, certifying to the effect that the conditions set forth specified in Sections 6.3(aSection 7.3(a) and 6.3(bSection 7.3(b) have been satisfied.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cott Corp /Cn/)

Closing Certificate. Buyer shall have delivered to Seller a certificate, dated the Closing Date and duly executed by BuyerDate, certifying that the conditions set forth specified in Sections 6.3(a) Section 5.2.1 and 6.3(b) 5.2.2 have been satisfied.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Infocrossing Inc)

Closing Certificate. Buyer shall have delivered to Seller a certificate, dated as of the Closing Date and duly executed by BuyerDate, certifying to the effect that the conditions set forth condition specified in Sections 6.3(a) and 6.3(b) have been satisfied.

Appears in 1 contract

Samples: Purchase Agreement (Hardinge Inc)

Closing Certificate. Buyer Seller shall have delivered to Seller Purchaser a certificate, dated the Closing Date and signed by a duly executed by Buyerauthorized officer of Seller, certifying confirming that the conditions set forth in Sections 6.3(aSection 6.01(c) and 6.3(b(d) have been satisfiedsatisfied (the “Seller Certificate”).

Appears in 1 contract

Samples: Asset Purchase Agreement (Fusion Pharmaceuticals Inc.)

Closing Certificate. Buyer Seller shall have delivered to Seller Buyer a certificatecertificate signed by an officer of Seller, dated as of the Closing Date and duly executed by BuyerDate, certifying to the effect that the conditions set forth specified in Sections 6.3(aSection 7.2(a) and 6.3(bSection 7.2(b) have been satisfied.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cott Corp /Cn/)

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