Certain Certifications. The Issuer shall deliver to the Trustee, within 10 days after each fiscal quarter, an Officers’ Certificate certifying (i) as to compliance at all times since the period covered by the most recent certificate delivered pursuant to this Section 4.02(c) (or, if no such certificate has been delivered, since the Issue Date) with Section 4.09 and (ii) as to compliance with Section 4.10 in respect of such prior fiscal quarter.
Certain Certifications. In order to induce the Lenders to fund the Term Loans under the Term Loan Agreement, the Guarantor hereby agrees to deliver to the Collateral Agent and the Administrative Agent on the Closing Date a certificate, duly executed and delivered by the Guarantor’s secretary or assistant secretary, certifying as to (and attaching the relevant document where applicable):
(a) the Guarantor’s Constituent Documents, as amended, modified or supplemented as of the Closing Date, certified by the appropriate officer or official body of the jurisdiction of organization of the Guarantor;
(b) resolutions of the Guarantor’s Board then in full force and effect expressly and specifically authorizing, to the extent relevant, all aspects of the Loan Documents applicable to the Guarantor and the execution, delivery and performance of each Loan Document, in each case to be executed by the Guarantor;
(c) the incumbency and specimen signatures of its Authorized Officers; and
(d) the good standing certificate of the Guarantor in the jurisdiction of organization of the Guarantor, with such good standing certificate dated as of a date no more than thirty (30) days prior to the Closing Date, such certificate to be issued by the appropriate officer or official body of the jurisdiction of organization of the Guarantor. Such certificate shall provide that the Collateral Agent, the Administrative Agent and each Secured Party may conclusively rely thereon until the Collateral Agent, the Administrative Agent and Secured Parties shall have received a further certificate of the secretary or assistant secretary, as applicable, of such Person canceling or amending the prior certificate of the Guarantor as provided in Section 7(c).
Certain Certifications. Within 30 days after receiving a written request for such certification from a Limited Partner, which shall not be requested more than once during any quarter, the General Partner shall deliver to the Limited Partners a written certification that the General Partner and the Investment Advisor have complied in all material respects with (i) the Guidelines, and (ii) all laws, rules and regulations applicable to the Partnership, the General Partner and the Investment Advisor, with each such written certification being subject to the confidentiality provisions set forth in this Agreement.
Certain Certifications. Upon written request, Contractor will provide such factual certifications as NMHIX or its auditors may reasonably request (e.g. concerning the accuracy of Charges and reports, compliance with NMHIX policies, and reporting of incidents reportable under those policies) in connection with NMHIX’s audits or certifications which may be required to be given by NMHIX’s auditors or executives.
Certain Certifications. At or prior to the Closing Date (and from time to time thereafter upon the request of Borrower), the Administrative Agent will provide the Borrower with an original United States Internal Revenue Service Form W-8IMY certifying on Form W-8IMY that it is a U.S. branch that has agreed to be treated as a U.S. Person with respect to payments received by it from the Borrower. The Administrative Agent shall promptly notify the Borrower at any time it determines that it is no longer in a position to provide the certification described in the prior sentence.
Certain Certifications. Plexus shall comply with Customer’s reasonable requirements in connection with Customer obtaining and maintaining Underwriters Laboratory certification of its build processes which compliance shall include without limitation permitting reasonable onsite visits by Customer’s selected certification authority. Customer and its selected certification authority shall comply with Plexus’ reasonable security policies relating to onsite visits under this Section. PSA – Standard – Manufacturing Services Only
Certain Certifications. To the best of the Company’s Knowledge, (i) there is no current or threatened investigation or proceeding (other than those arising from the transactions contemplated by the Term Sheet, dated as of October 23, 2009 between the Company and Investor (the “Transaction Term Sheet”)) against the Company by any Governmental Entities; (ii) there is no current or threatened shareholder lawsuit against the Company alleging a violation of fiduciary duties or applicable securities laws (other than those in existence at the time of the execution of the Transaction Term Sheet and disclosed to the Investor); (iii) the Company, as a publicly listed company on the NYSE, complies in all material respects with all applicable U.S. securities laws and regulations and all NYSE rules; (iv) no representation or warranty by the Company for itself or on behalf of its Subsidiaries in Section 2.2 of this Agreement contains any untrue statement of a material fact or omits to state a material fact necessary to make any statement in any such representation or warranty not misleading; (v) the Company has reserved for issuance, free of preemptive or similar rights, a sufficient number of shares of authorized and unissued Warrant Shares to effectuate the exercise of the Warrant at the initial exercise price of such Warrant and (vi) except as set forth in the SEC Reports, each of the Company and its Subsidiaries has complied in all material respects with each applicable law, rule or regulation to which the Company or any such Subsidiary or its respective business, operations, assets or properties is or has been subject and no event has occurred and no circumstance exists that constitutes a violation of, conflict with or failure on the part of the Company or any of its Subsidiaries to comply with, any law, rule or regulation. “Company’s Knowledge” means the actual knowledge, after due inquiry, of the executive management and the board of directors (the “Board”) of the Company, as of the date hereof
Certain Certifications. All Members who achieve a “Certified Permit Technician” or “Certified Mayors’ Court Clerk” level, shall receive an additional thirty-five cents ($.35) per hour to their base rate of pay.
Certain Certifications. Upon delivery of each Volume Report hereunder, Counterparty shall be deemed to have certified (with such certification under no circumstances conflicting with any similar certificate provided by Counterparty or any of its Affiliates to other parties under any credit agreement or other financing arrangement) that (x) the information set forth therein is true and correct on and as of the date on which such Volume Report is delivered and (y) the Budget Basis Projected Production reported therein is based on reasonable estimates, information and assumptions and that such Financial Officer has no reason to believe that such Budget Basis Projected Production is incorrect or misleading in any material respect.
Certain Certifications
