Officer Certifications Sample Clauses

Officer Certifications. The Chief Executive Officer and Secretary of MSB shall have given to IBC their respective certificates, dated as of the Effective Time, that the representations and warranties of MSB contained in this Agreement and the Consolidation Agreement, subject to disclosures contained in MSB's Disclosure Memorandum and the MSB Updated Memorandum, have not, to the best of their knowledge and belief, been breached, all representations and warranties, subject to the MSB Disclosure Memorandum and the MSB Updated Memorandum are, to the best of their knowledge and belief, true as of the Effective Time and all conditions to the obligations of IBC as set forth in this Agreement and required to be fulfilled by MSB have been fulfilled on or before the Closing Date.
Sample 1
AutoNDA by SimpleDocs
Officer Certifications. Mx. Xxxx will review and cooperate with the Company in the preparation of the Company's annual report on Form 20-F for the fiscal year ended December 31，2014 to be filed with the U.S. Securities and Exchange Commission (the “SEC”)，and will execute a sub-certification to the same effect as the Form 20-F.
Sample 1
Officer Certifications. Each of the President and Chief Executive Officer of the Company and the Chief Financial Officer of the Company shall have executed and delivered to the Purchaser a certificate, dated the Closing Date, in the form of Exhibit C hereto;
Sample 1
Officer Certifications. Any certificate signed by any officer of the Company delivered to the Underwriters or to counsel for the Underwriters pursuant to the terms of this Agreement shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby. The Company acknowledges that the Underwriters and, for purposes of the opinions to be delivered pursuant to Section 5 hereof, counsel to the Company and counsel to the Underwriters, will rely upon the accuracy and truthfulness of the foregoing representations and hereby consents to such reliance.
Sample 1
Officer Certifications. You understand that as Chief Executive Officer of the Company you may be required to execute a representation letter addressed to the Company's auditors with respect to fiscal years 2005 and 2006 and you hereby agree to do so at the request of the Board. You further agree to execute all reports and financial statements of the Company that are now or may hereafter be required by the Xxxxxxxx-Xxxxx Act of 2002, including the rules and regulations promulgated thereunder, and all other federal, state or local regulatory authorities. The parties acknowledge and agree that your predecessor as President and Chief Executive Officer shall, to the extent legally permissible, execute representation letters and certifications before you are required to do so by the Company. All of the foregoing certifications shall be subject to your review and revision to account for your reasonable comments and your consultation with counsel for the Company regarding the requirements of applicable law.
Sample 1
Officer Certifications. During the Enterprise Compliance Period:
Sample 1
Officer Certifications. The certifications from the principal executive officer and principal financial officer required under Sections 302 and 906 of the Xxxxxxxx-Xxxxx Act of 2002 have been included as Exhibits to this Quarterly Report. PART II -- OTHER INFORMATION‌
Sample 1
AutoNDA by SimpleDocs

Related to Officer Certifications

  • Officer Certificate Parent shall have delivered to the Company a certificate, dated the date of the Closing, signed by an executive officer of Parent, certifying as to the satisfaction of the conditions specified in Section 7.03(a) and Section 7.03(b).

  • Officer Certificates The Acquiring Portfolio shall have received a certificate of an authorized officer of the Target Portfolio, dated as of the Closing Date, certifying that the representations and warranties set forth in Section 4 hereof are true and correct on the Closing Date, together with certified copies of the resolutions adopted by the Board on behalf of the Target Portfolio and by Target Portfolio shareholders.

  • Compliance Certification From time to time the Sub-Adviser shall provide such certifications with respect to Rule 38a-1 under the 1940 Act, as are reasonably requested by the Fund or the Manager. In addition, the Sub-Adviser will, from time to time, provide a written assessment of its compliance program in conformity with current industry standards that is reasonably acceptable to the Fund to enable the Fund to fulfill its obligations under Rule 38a-1 under the 1940 Act.

  • Form of Compliance Certificate Reference is made to the Amended and Restated Five-Year Credit Agreement dated as of October 25, 2012 (as modified and supplemented and in effect from time to time, the “Credit Agreement”) by and among SOUTH CAROLINA FUEL COMPANY, INC., the Lenders from time to time parties thereto, XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Swingline Lender and administrative agent (in such capacity, the “Agent”), Bank of America, N.A. and Xxxxxx Xxxxxxx Senior Funding, Inc., as Co-Syndication Agents, and JPMorgan Chase Bank, N.A., Mizuho Corporate Bank, LTD. and TD Bank N.A., as Documentation Agents. Capitalized terms used herein shall have the meanings ascribed thereto in the Credit Agreement; all amounts shown herein, unless expressly set forth to the contrary, shall be without duplication. Pursuant to the terms of the Credit Agreement, _________________________, the duly authorized ____________________ of the Borrower, hereby certifies to the Agent and the Lenders that, as of and for the Fiscal Quarter/Fiscal Year ended ___________, (i) no Default or Event of Default is in existence on and as of the date hereof, and [(ii) the quarterly financial statements for the fiscal period cited, which accompany this certificate or have been delivered to Agent by electronic transmission pursuant to the terms of Section 7.01 of the Credit Agreement, fairly present in all material respects the financial condition of the Borrower and have been prepared in accordance with GAAP (subject to changes resulting from normal year-end audit adjustments except that a cash flow statement is not provided and such statements contain fewer footnotes than the annual financial statements) consistently applied (other than changes in accounting principles recorded in accordance with GAAP);]. SOUTH CAROLINA FUEL COMPANY, INC. By: Name: Title: E-#PageNum# LEGAL02/33561677v8 EXHIBIT F FORM OF NOTICE OF SWINGLINE BORROWER [Date] This Notice of Swingline Borrowing is given under and pursuant to Section 2.04(b) of the Amended and Restated Five-Year Credit Agreement (as amended from time to time, the “Credit Agreement”) dated as of October 25, 2012 among SOUTH CAROLINA FUEL COMPANY, INC., the Lenders identified therein, XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Swingline Lender and administrative agent (in such capacity, the “Agent”), Bank of America, N.A. and Xxxxxx Xxxxxxx Senior Funding, Inc., as Co-Syndication Agents, and JPMorgan Chase Bank, N.A., Mizuho Corporate Bank, LTD. and TD Bank N.A., as Documentation Agents. Capitalized terms used and not defined herein shall have the meanings assigned to them in the Credit Agreement.

  • Chief Financial Officer Certificate The Company shall have furnished to the Representative a certificate, dated such Closing Date, of its Chief Financial Officer, in form and substance reasonably satisfactory to the Representative.

  • Servicer Certificate Together with each Monthly Report, the Servicer shall submit to the Borrower, the Backup Servicer, each Managing Agent and the Administrative Agent a certificate (a “Servicer’s Certificate”), signed by a Responsible Officer of the Servicer and substantially in the form of Exhibit F, which may be incorporated in the Servicer Report. Except as otherwise set forth in the Backup Servicing Agreement, the Backup Servicer shall have no obligation to review any information in the Servicer Certificate.

  • Certificate of Financial Officer — Compliance Concurrently with any delivery of financial statements under Section 8.01(a) or Section 8.01(b), a certificate of a Financial Officer in substantially the form of Exhibit D hereto (i) certifying as to whether a Default has occurred and, if a Default has occurred, specifying the details thereof and any action taken or proposed to be taken with respect thereto, (ii) setting forth reasonably detailed calculations demonstrating compliance with Section 8.13(b) and Section 9.01 and (iii) stating whether any change in GAAP or in the application thereof has occurred since the date of the audited financial statements referred to in Section 7.04 and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate.

Time is Money Join Law Insider Premium to draft better contracts faster.