Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b) and 8.2(c).
Appears in 25 contracts
Samples: Share Purchase Agreement (MingZhu Logistics Holdings LTD), Share Purchase Agreement (MingZhu Logistics Holdings LTD), Share Exchange Agreement (Planet Green Holdings Corp.)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a8.3(a), 8.2(b8.3(b) and 8.2(c8.3(c).
Appears in 21 contracts
Samples: Share Purchase Agreement (MingZhu Logistics Holdings LTD), Share Purchase Agreement (MingZhu Logistics Holdings LTD), Share Exchange Agreement (Planet Green Holdings Corp.)
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a6.2(a), 8.2(b6.2(b) and 8.2(c6.2(c).
Appears in 18 contracts
Samples: Agreement and Plan of Merger (Twelve Seas Investment Co. II), Agreement and Plan of Merger (PowerUp Acquisition Corp.), Agreement and Plan of Merger (Global Blockchain Acquisition Corp.)
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.2(a), 8.2(b7.2(b) and 8.2(c7.2(c).
Appears in 17 contracts
Samples: Business Combination Agreement (Apeiron Capital Investment Corp.), Agreement and Plan of Merger (Lakeshore Acquisition II Corp.), Agreement and Plan of Merger (MICT, Inc.)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.3(a), 8.2(b7.3(b) and 8.2(c7.3(c).
Appears in 13 contracts
Samples: Agreement and Plan of Merger (MICT, Inc.), Agreement and Plan of Merger (Americas Technology Acquisition Corp.), Agreement and Plan of Merger (Aesther Healthcare Acquisition Corp.)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a6.3(a), 8.2(b6.3(b) and 8.2(c6.3(c).
Appears in 12 contracts
Samples: Agreement and Plan of Merger (Twelve Seas Investment Co. II), Agreement and Plan of Merger (Global Blockchain Acquisition Corp.), Agreement and Plan of Merger (SANUWAVE Health, Inc.)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a6.3(a), 8.2(b6.3(b) and 8.2(c6.3(c).
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Industrial Tech Acquisitions II, Inc.), Agreement and Plan of Merger (Aesther Healthcare Acquisition Corp.), Agreement and Plan of Merger (MICT, Inc.)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.3(a), 8.2(b7.3(b) and 8.2(c7.3(c).
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Digital Ally, Inc.), Agreement and Plan of Merger (Clover Leaf Capital Corp.), Business Combination Agreement (Apeiron Capital Investment Corp.)
Officer Certificate. The Purchaser and the Parent shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a8.3(a), 8.2(b8.3(b) and 8.2(c8.3(c).
Appears in 6 contracts
Samples: Share Exchange Agreement (Planet Green Holdings Corp.), Share Exchange Agreement (Planet Green Holdings Corp.), Share Exchange Agreement (Planet Green Holdings Corp.)
Officer Certificate. The Purchaser Buyer shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacityBuyer, dated as of the Closing Date, certifying as to the satisfaction of the conditions specified matters set forth in Sections 8.2(a), 8.2(b) 9.1 and 8.2(c)9.2.
Appears in 4 contracts
Samples: Stock Purchase Agreement (Domtar CORP), Unit Purchase Agreement (CPG International Inc.), Stock Purchase Agreement (MBF Healthcare Acquisition Corp.)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateSeller, dated as the Closing Date, signed by an executive officer of the Purchaser Seller in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.3(a), 8.2(b7.3(b) and 8.2(c7.3(c).
Appears in 4 contracts
Samples: Agreement and Plan of Merger (MICT, Inc.), Agreement and Plan of Merger (Tingo, Inc.), Agreement and Plan of Merger (MICT, Inc.)
Officer Certificate. The Purchaser shall have delivered to the Company Seller a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.2(a), 8.2(b7.2(b) and 8.2(c7.2(c).
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Tingo, Inc.), Agreement and Plan of Merger (MICT, Inc.), Agreement and Plan of Merger (Tingo, Inc.)
Officer Certificate. The Purchaser shall have delivered to the Company and Pubco a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a10.2(a), 8.2(b10.2(b) and 8.2(c)10.2(c) with respect to Purchaser.
Appears in 3 contracts
Samples: Business Combination Agreement (East Stone Acquisition Corp), Business Combination Agreement (Proficient Alpha Acquisition Corp), Business Combination Agreement (Proficient Alpha Acquisition Corp)
Officer Certificate. The Purchaser shall have delivered to the Company and Pubco a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a9.2(a), 8.2(b9.2(b) and 8.2(c)9.2(c) with respect to Purchaser.
Appears in 3 contracts
Samples: Business Combination Agreement (Hainan Manaslu Acquisition Corp.), Business Combination Agreement (Evo Acquisition Corp), Business Combination Agreement (Tiberius Acquisition Corp)
Officer Certificate. The Purchaser Company shall have delivered to the Company Purchaser a certificate, dated the Closing Date, signed by an the chief executive officer of the Purchaser Company certifying in such capacity, certifying capacity as to the satisfaction of the conditions specified in Sections 8.2(a7.2(a), 8.2(b7.2(b) and 8.2(c7.2(e).
Appears in 3 contracts
Samples: Share Exchange Agreement (China Teletech Holding Inc), Share Exchange Agreement (China Teletech Holding Inc), Share Exchange Agreement (China Teletech Holding Inc)
Officer Certificate. The Purchaser Buyer shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacityBuyer, dated as of the Closing Date, certifying as to the satisfaction of the conditions specified matters set forth in Sections 8.2(a), 8.2(b8.3(a) and 8.2(c8.3(b).
Appears in 3 contracts
Samples: Stock Purchase Agreement (Angiodynamics Inc), Stock Purchase Agreement (Avista Capital Partners GP, LLC), Stock Purchase Agreement (Angiodynamics Inc)
Officer Certificate. The Purchaser Company shall have delivered to the Company Purchaser a certificate, dated the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a8.3(a), 8.2(b8.3(b) and 8.2(c8.3(c).
Appears in 3 contracts
Samples: Merger and Share Exchange Agreement (Glori Energy Inc.), Merger and Share Exchange Agreement (Glori Energy Inc.), Merger and Share Exchange Agreement (Infinity Cross Border Acquisition Corp)
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an the chief executive officer of the Purchaser Purchaser, certifying in such capacity, certifying capacity as to the satisfaction of the conditions specified in Sections 8.2(a7.3(a), 8.2(b7.3(b) and 8.2(c7.3(e).
Appears in 3 contracts
Samples: Share Exchange Agreement (China Teletech Holding Inc), Share Exchange Agreement (China Teletech Holding Inc), Share Exchange Agreement (China Teletech Holding Inc)
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a9.2(a), 8.2(b9.2(b) and 8.2(c9.2(c).
Appears in 2 contracts
Samples: Share Exchange Agreement (Ossen Innovation Co. Ltd.), Share Exchange Agreement (DT Asia Investments LTD)
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a8.1(a), 8.2(b8.1(b) and 8.2(c8.1(c).
Appears in 2 contracts
Samples: Contribution Agreement (B4mc Gold Mines Inc), Joint Venture Interest Contribution Agreement (Coconnect, Inc.)
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a6.2(a), 8.2(b6.2(b) and 8.2(c6.2(c).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (SEP Acquisition Corp.), Agreement and Plan of Merger (SANUWAVE Health, Inc.)
Officer Certificate. The Purchaser shall have delivered to the Target Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a10.2(a), 8.2(b10.2(b) and 8.2(c10.2(c).
Appears in 2 contracts
Samples: Business Combination Agreement and Plan of Merger (Zalatoris Acquisition Corp.), Business Combination Agreement and Plan of Merger (DUET Acquisition Corp.)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a9.3(a), 8.2(b9.3(b) and 8.2(c9.3(c).
Appears in 2 contracts
Samples: Share Exchange Agreement (Ossen Innovation Co. Ltd.), Share Exchange Agreement (DT Asia Investments LTD)
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.2(a), 8.2(b7.2(b) and 8.2(c7.2(c).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Integrated Wellness Acquisition Corp), Agreement and Plan of Merger (MTech Acquisition Corp)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(aSection 7.03(a), 8.2(bSection 7.03(b) and 8.2(cSection 7.03(c).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Pono Capital Two, Inc.), Agreement and Plan of Merger (Pono Capital Two, Inc.)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a6.3(a), 8.2(b) 6.3(b), and 8.2(c6.3(c).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (PowerUp Acquisition Corp.), Agreement and Plan of Merger (Semper Paratus Acquisition Corp)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a8.3(a), 8.2(b8.3(b) and 8.2(c8.3(c).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Customers Bancorp, Inc.), Agreement and Plan of Merger (Megalith Financial Acquisition Corp)
Officer Certificate. The Purchaser shall have delivered to the Company Stockholder a certificate, dated as of the Closing Date, signed by an executive a duly authorized officer of the Purchaser in such capacity, certifying as to the satisfaction of that the conditions specified set forth in Sections 8.2(a), 8.2(bSection 4.3(a) and 8.2(c)are satisfied.
Appears in 2 contracts
Samples: Stock Exchange Agreement (Lions Gate Entertainment Corp /Cn/), Stock Exchange Agreement (Lions Gate Entertainment Corp /Cn/)
Officer Certificate. The Purchaser shall have delivered to the Company Stockholders a certificate, dated as of the Closing Date, signed by an executive a duly authorized officer of the Purchaser in such capacity, certifying as to the satisfaction of that the conditions specified set forth in Sections 8.2(a), 8.2(bSection 5.3(a) and 8.2(c)are satisfied.
Appears in 2 contracts
Samples: Stock Exchange Agreement, Stock Exchange Agreement (Lions Gate Entertainment Corp /Cn/)
Officer Certificate. The Such Purchaser shall have delivered to the Company received a certificate, executed by the Chief Executive Officer of the Company after reasonable investigation, dated as of the Closing Date: (i) certifying as to Section 7(b) above, (ii) setting forth any breaches of any representation or warranty as of the Closing Date as a result of events or conditions that occurred during the period between the date hereof and the Closing Date, signed and (iii) providing such other matters as may reasonably be requested by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b) and 8.2(c)Purchaser.
Appears in 1 contract
Samples: Securities Purchase Agreement (Fibernet Telecom Group Inc\)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a6.3(a), 8.2(b6.3(b) and 8.2(c6.3(c).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Deep Medicine Acquisition Corp.)
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the applicable Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.1(a), 8.2(b7.1(b) and 8.2(c7.1(c).
Appears in 1 contract
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.02(a), 8.2(b7.02(b) and 8.2(c7.02(c).
Appears in 1 contract
Samples: Registration Rights Agreement (Inflection Point Acquisition Corp.)
Officer Certificate. The Purchaser shall have delivered to the Company and Pubco a certificate, dated as of the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a8.2 (a), 8.2(b) and 8.2(c)) with respect to Purchaser.
Appears in 1 contract
Samples: Business Combination Agreement (Golden Star Acquisition Corp)
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.2(a), 8.2(b7.2(b) and 8.2(c)with respect to Purchaser.
Appears in 1 contract
Samples: Business Combination Agreement (AlphaVest Acquisition Corp.)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a(a), 8.2(b(b) and 8.2(c(c).
Appears in 1 contract
Samples: Business Combination Agreement (Mars Acquisition Corp.)
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b) and 8.2(c)) with respect to Purchaser.
Appears in 1 contract
Samples: Business Combination Agreement (Aetherium Acquisition Corp)
Officer Certificate. The Purchaser Buyer shall have delivered to the Company Sellers a certificate, dated the Closing Date, signed by an executive officer of Buyer, dated as of the Purchaser in such capacityClosing Date, certifying as to the satisfaction of the conditions specified matters set forth in Sections 8.2(a), 8.2(b) 8.1 and 8.2(c)8.2.
Appears in 1 contract
Samples: Securities Purchase Agreement (Martin Marietta Materials Inc)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an the chief executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a9.2(a), 8.2(b9.2(b) and 8.2(c9.2(c).
Appears in 1 contract
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(aSection 9.02(a), 8.2(b(b) and 8.2(c(c).
Appears in 1 contract
Samples: Contribution Agreement (EKIMAS Corp)
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b), 8.2(c) and 8.2(c8.2(d).
Appears in 1 contract
Officer Certificate. The Purchaser Seller shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser certifying in such capacity, certifying capacity as to the satisfaction of the conditions specified in Sections 8.2(a7.2(a), 8.2(b7.2(b) and 8.2(c7.2(f).
Appears in 1 contract
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a8.3(a), 8.2(b8.3(b) and 8.2(c8.3(c).
Appears in 1 contract
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a6.2(a), 8.2(b6.2(b) and 8.2(c6.2(d).
Appears in 1 contract
Samples: Agreement and Plan of Merger (AMCI Acquisition Corp.)
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a6.2(a), 8.2(b) 6.2(b), and 8.2(cSection 6.2(c).
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Innovative International Acquisition Corp.)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a10.3(a), 8.2(b10.3(b) and 8.2(c10.3(c).
Appears in 1 contract
Samples: Business Combination Agreement (Draper Oakwood Technology Acquisition Inc.)
Officer Certificate. The Purchaser shall have delivered to the Company Seller a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a6.2(a), 8.2(b) and 8.2(cthrough 6.2(e).
Appears in 1 contract
Samples: Unit Purchase Agreement (Northern Lights Acquisition Corp.)
Officer Certificate. (i) The Purchaser Company shall have delivered to the Company Purchaser a certificate, dated the Closing Datedate of the Closing, signed by an executive a duly authorized officer of the Purchaser in such capacityCompany, certifying as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b8.02(a) and 8.2(c8.02(c)(i).; and (ii) each Seller shall have delivered to the Purchaser a certificate, dated the date of the Closing, signed by a duly authorized officer of the Seller, certifying as to the satisfaction of the conditions specified in Sections 8.02(b) and 8.02(c)(ii);
Appears in 1 contract
Samples: Share Purchase Agreement (Iis Intelligent Information Systems LTD)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer or the sole shareholder of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a8.3(a), 8.2(b8.3(b) and 8.2(c8.3(c).
Appears in 1 contract
Samples: Share Purchase Agreement (Sunburst Acquisitions v Inc)
Officer Certificate. The Purchaser Company shall have delivered to Buyer a certificate signed by a duly authorized officer of the Company a certificate(in his or her capacity as such), dated as of the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of that the conditions specified in Sections 8.2(a)Section 7.1, 8.2(b) Section 7.2 and 8.2(c)Section 7.3 have been fulfilled.
Appears in 1 contract
Officer Certificate. The Purchaser Company shall have delivered to the Company Purchaser a certificate, dated as of the Closing Date, signed duly executed by an authorized executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a6.3(a), 8.2(b6.3(b) and 8.2(c6.3(c), in form and substance reasonably satisfactory to the Purchaser.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Malacca Straits Acquisition Co LTD)
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(aSection 7.02(a), 8.2(bSection 7.02(b), Section 7.02(c) and 8.2(cSection 7.02(d).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Pono Capital Two, Inc.)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.3(a), 8.2(b7.3(b), 7.3(c) and 8.2(c7.3(h).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Colombier Acquisition Corp.)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the First Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.2(a), 8.2(b1.1(b) and 8.2(c1.1(c).
Appears in 1 contract
Officer Certificate. The Purchaser and the Parent shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a8.3(a), 8.2(b8.3(b) and 8.2(c8.3(c).. 40
Appears in 1 contract
Samples: Share Exchange Agreement (Planet Green Holdings Corp.)
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated as of the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a9.3(a), 8.2(b9.3(b) and 8.2(c9.3(c).
Appears in 1 contract
Officer Certificate. The Purchaser Buyer shall have delivered to the Company a certificatecertificate signed on behalf of each Buyer Party by an officer, dated as of the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of that the conditions specified in Sections 8.2(a), 8.2(b) Section 7.1 and 8.2(c)Section 7.2 have been fulfilled.
Appears in 1 contract
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.3(a), 8.2(b. 7.3(b) and 8.2(c)7.3(c) with respect to the Company.
Appears in 1 contract
Samples: Business Combination Agreement (AlphaVest Acquisition Corp.)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a9.3(a), 8.2(b9.3(b) and 8.2(c9.3(c).
Appears in 1 contract
Samples: Business Combination Agreement (Healthwell Acquisition Corp. I)
Officer Certificate. The Purchaser Company shall have delivered to the Company Seller a certificate, dated the Closing Date, signed by an executive officer of the Purchaser Company, certifying in such capacity, certifying capacity as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b) and 8.2(c7.3(a).
Appears in 1 contract
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b) and 8.2(c).
Appears in 1 contract
Samples: Business Combination Agreement (Quantum FinTech Acquisition Corp)
Officer Certificate. The Purchaser shall have delivered to the Company and Pubco a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a9.2(a), 8.2(b9.2(b) and 8.2(c)9.2(c) with respect to the Purchaser.
Appears in 1 contract
Samples: Business Combination Agreement (East Stone Acquisition Corp)
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(aSection 9.01(a), 8.2(b(b) and 8.2(c(c).
Appears in 1 contract
Samples: Contribution Agreement (EKIMAS Corp)
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.2(a), 8.2(b7.2(b) and 8.2(c)7.2(c) with respect to Purchaser.
Appears in 1 contract
Samples: Business Combination Agreement (TradeUP Global Corp)
Officer Certificate. The Purchaser shall have delivered to the Company and Pubco a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.2(a), 8.2(b7.2(b) and 8.2(c)7.2(c) with respect to Purchaser.
Appears in 1 contract
Samples: Business Combination Agreement (Far Peak Acquisition Corp)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b) and 8.2(c).
Appears in 1 contract
Officer Certificate. The Purchaser shall have delivered to the Company Seller a certificate, dated the Closing Date, signed by an executive officer of Purchaser, dated as of the Purchaser in such capacityClosing Date, certifying as to the satisfaction of the conditions specified matters set forth in Sections 8.2(a), 8.2(b) 9.1 and 8.2(c)9.2.
Appears in 1 contract
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Merger Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a10.2(a), 8.2(b10.2(b) and 8.2(c)10.2(c) with respect to Purchaser.
Appears in 1 contract
Samples: Business Combination Agreement (Kismet Acquisition One Corp)
Officer Certificate. The Purchaser and Holdings shall have delivered to the Company and the Company Shareholders Representative a certificate, dated as of the Merger Closing Date, signed by an executive officer of the each of Purchaser in such capacityand Holdings, certifying as to the satisfaction of the conditions specified in Sections 8.2(aSection 10.2(a) and Section 10.2(b), 8.2(b) and 8.2(c)but in each case, solely with respect to themselves.
Appears in 1 contract
Samples: Business Combination Agreement (GoGreen Investments Corp)
Officer Certificate. The Purchaser Buyer shall have delivered to the Company and to the Securityholder Representative a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacityBuyer, dated as of the Closing Date, certifying as to the satisfaction of the conditions specified matters set forth in Sections 8.2(a), 8.2(b) 9.1 and 8.2(c)9.2.
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Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateSellers, dated as the Closing Date, signed by an executive officer of the Purchaser in such capacity, Date certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.3(a), 8.2(b7.3(b) and 8.2(c7.3(c).
Appears in 1 contract
Samples: Business Combination Agreement (Relativity Acquisition Corp)
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a(a), 8.2(b(b) and 8.2(c(c).
Appears in 1 contract
Samples: Business Combination Agreement (Mars Acquisition Corp.)
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.2(a), 8.2(b7.2(b) and 8.2(c7.2(c).. 70
Appears in 1 contract
Samples: Agreement and Plan of Merger (Lakeshore Acquisition I Corp.)
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.2(a), 8.2(b7.2(b), 7.2(c) and 8.2(c7.2(d).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Colombier Acquisition Corp.)
Officer Certificate. The Purchaser Seller shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser certifying in such capacity, certifying capacity as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b7.2(a) and 8.2(c7.2(b).
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Officer Certificate. The Purchaser shall will have delivered to the Company Sponsor a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b7.2(a) and 8.2(c7.2(b).
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Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a10.3(a), 8.2(b10.3(b), 10.3(c) and 8.2(c10.3(d).
Appears in 1 contract
Samples: Contribution and Exchange Agreement (Denali Capital Acquisition Corp.)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.3(a), 8.2(b7.3(b) and 8.2(c7.3(c).
Appears in 1 contract
Samples: Agreement and Plan of Merger (MTech Acquisition Corp)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateand from each of the Company Stockholders, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a8.3(a), 8.2(b8.3(b) and 8.2(c8.3(c).
Appears in 1 contract
Samples: Business Combination Agreement (Quantum FinTech Acquisition Corp)
Officer Certificate. The Purchaser Company shall have delivered to Buyer a certificate signed by an officer of the Company a certificateCompany, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of that the conditions specified in Sections 8.2(a)Section 6.1, 8.2(b) Section 6.2 and 8.2(c)Section 6.3 have been fulfilled.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Syniverse Holdings Inc)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated the applicable Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.3(a), 8.2(b7.3(b) and 8.2(c7.3(c) (in respect of the Company); provided, that the certificate delivered on the Second Closing Date shall certify only the satisfaction of the condition specified in Section 7.3(a) (solely with respect to the Company Fundamental Representations).
Appears in 1 contract
Samples: Business Combination Agreement (Agrico Acquisition Corp.)
Officer Certificate. The Purchaser Buyer shall have delivered to the Company been furnished with a certificate, dated the Closing Date, signed by certificate of an executive officer of the Purchaser Seller dated the Closing Date in such capacity, form and substance reasonably satisfactory to Buyer certifying as to the satisfaction fulfillment of the conditions specified set forth in Sections 8.2(a)8.1, 8.2(b) 8.2, 8.3, 8.4, and 8.2(c)8.5.
Appears in 1 contract
Samples: Asset Acquisition Agreement (President Casinos Inc)
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated as of the Closing Date, signed duly executed by an authorized executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a6.2(a), 8.2(b6.2(b) and 8.2(c6.2(c), in form and substance reasonably satisfactory to the Company.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Malacca Straits Acquisition Co LTD)
Officer Certificate. The Purchaser shall have delivered to the Company Company, the Sellers and Pubco a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a10.2(a), 8.2(b10.2(b) and 8.2(c)10.2(c) with respect to Purchaser.
Appears in 1 contract
Samples: Business Combination Agreement (Edoc Acquisition Corp.)
Officer Certificate. The Purchaser shall have delivered to the Company Sellers a certificatecertificate signed by an officer of Purchaser, dated as of the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of that the conditions specified in Sections 8.2(a), 8.2(b) Section 7.1 and 8.2(c)Section 7.2 have been fulfilled.
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Officer Certificate. The Purchaser Buyer shall have delivered to the Company a certificatecertificate signed by an officer of Buyer, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of that the conditions specified in Sections 8.2(a), 8.2(b) Section 7.1 and 8.2(c)Section 7.2 have been fulfilled.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Syniverse Holdings Inc)
Officer Certificate. The Purchaser shall have delivered to the Company Seller or a representative of the Sellers a certificate, dated as of the Closing Date, signed by an executive a duly authorized officer of the Purchaser in such capacityPurchaser, certifying as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b8.01(a) and 8.2(c8.01(b).;
Appears in 1 contract
Samples: Share Purchase Agreement (Comverse Technology Inc/Ny/)
Officer Certificate. The Purchaser shall have delivered to the Company and Pubco a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b) and 8.2(c)) with respect to Purchaser.
Appears in 1 contract
Samples: Business Combination Agreement (Twelve Seas Investment Co)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a)8.2, 8.2(b1.1(b) and 8.2(c1.1(c).
Appears in 1 contract
Samples: Joint Venture Interest Contribution Agreement (Coconnect, Inc.)
Officer Certificate. The Purchaser shall have delivered must deliver to the Company a certificate, dated as at the Closing End Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions obligations specified in Sections 8.2(a), 8.2(b) and 8.2(c)this Section 7.19.
Appears in 1 contract
Samples: Implementation and Business Combination Agreement (Canna-Global Acquisition Corp)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer the Chairman of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a8.3(a), 8.2(b8.3(b) and 8.2(c8.3(c).
Appears in 1 contract
Samples: Share Exchange Agreement (Greenland Acquisition Corp.)
Officer Certificate. The Purchaser shall have delivered to the Target Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a)0, 8.2(b9.2(b) and 8.2(c9.2(c).
Appears in 1 contract
Samples: Business Combination Agreement and Plan of Merger (Zalatoris II Acquisition Corp)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.3(a), 8.2(b7.3(b) and 8.2(c7.3(c).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Integrated Wellness Acquisition Corp)
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a6.2(a), 8.2(b6.2(b) and 8.2(cSection 6.3(c).
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Galileo Acquisition Corp.)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(aSection 7.03(a), 8.2(b7.03(b) and 8.2(c7.03(c).
Appears in 1 contract
Samples: Registration Rights Agreement (Inflection Point Acquisition Corp.)
Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a6.2(a), 8.2(b6.2(b) and 8.2(c6.2(c).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Deep Medicine Acquisition Corp.)
Officer Certificate. The Purchaser shall have delivered to the Company Seller or a representative of the Sellers a certificate, dated the Closing Datedate of the Closing, signed by an executive a duly authorized officer of the Purchaser in such capacityPurchaser, certifying as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b8.01(a) and 8.2(c8.01(b).;
Appears in 1 contract
Samples: Share Purchase Agreement (Iis Intelligent Information Systems LTD)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the First Closing Date, signed by an executive officer or director of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a12.3(a), 8.2(b12.3(b) and 8.2(c12.3(c) (in respect of the Company).
Appears in 1 contract
Samples: Business Combination Agreement (Alussa Energy Acquisition Corp.)
Officer Certificate. The Purchaser shall will have delivered to the Company Sponsor and the SPAC a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b) and 8.2(c8.2(b).
Appears in 1 contract
Samples: Securities Purchase Agreement (Global Technology Acquisition Corp. I)
Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a8.3(a), 8.2(b8.3(b) and 8.2(c8.3(c).
Appears in 1 contract
