Common use of Certificate of Parent Clause in Contracts

Certificate of Parent. Company shall have received a certificate executed for and on behalf of Parent by an officer of Parent to the effect that, as of the Closing, the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e) have been satisfied (the “Parent Certificate”).

Certificate of Parent. Company shall have received a certificate certificate, validly executed for and on behalf of Parent by an officer Xxxxx xxx Xxxxxxxx, Chief Financial Officer of Parent the Parent, for and on its behalf to the effect that, as of the Closing, Closing the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e) 6.3 hereof have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. Company shall have received a certificate executed for and on behalf of Parent by an officer of Parent for and on its behalf to the effect that, as of the Closing, Closing the conditions to the obligations of Company set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e) have been satisfied (the “Parent Certificate”).

Certificate of Parent. Company shall have received a certificate certificate, validly executed for and on behalf of Parent by an officer of Parent a Vice President for and on its behalf to the effect that, as of the Closing, Closing the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e) 6.3 hereof have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. The Company shall have received a certificate certificate, validly executed for and on behalf of Parent by an a duly authorized officer of Parent to the effect that, as of the Closing, (i) the conditions to the obligations of the Company set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e6.3(a) have been satisfied and (ii) each and every one of the “Parent Certificate”other conditions to the obligations of the Company set forth in this Section 6.3 have been duly satisfied (unless otherwise waived in accordance with the terms hereof).

Certificate of Parent. Company shall have received a certificate executed for and on behalf of Parent by an officer of Parent to the effect that, as of the Closing, the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e) have been satisfied (the “Parent Certificate”)are satisfied.

Certificate of Parent. The Company shall have received a certificate executed for and on behalf of Parent by an officer of Parent for and on its behalf to the effect that, as of the Closing, the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e) have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. The Company shall have received a certificate executed for and on behalf of Parent by an officer of Parent for and on its behalf to the effect that, as of the Closing, Closing the conditions to the obligations of the Company set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e) have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. The Company shall have received a certificate executed for and on behalf of Parent by an officer of Parent and on its behalf to the effect that, as of the Closing, the conditions set forth in Section 7.3(a), ) and Section 7.3(b) and Section 7.3(e) have been satisfied (the “Parent Certificate”).satisfied. ACTIVE/108710474.16

Certificate of Parent. The Company shall have received a certificate executed for and on behalf of Parent by an officer of Parent to the effect that, as of the Closing, the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e7.3(b) have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. The Company shall have received a certificate executed for and on behalf of Parent by an officer of Parent to the effect that, as of the Closing, the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e) have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. Company shall have received a certificate certificate, validly executed for and on behalf of Parent by an officer of Parent a Vice President for and on its behalf to the effect that, as of the Closing, Closing the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e) 5.3 hereof have been satisfied (the “Parent Certificate”).satisfied. Article VI

Certificate of Parent. Company shall have received a --------------------- certificate executed for and on behalf of Parent by an appropriate officer of Parent to the effect that, as of the Closing, the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e) have been satisfied (the “Parent Certificate”).:

Certificate of Parent. The Company shall have received a certificate certificate, validly executed for and on behalf of Parent by an officer of Parent its Chief Executive Officer for and on its behalf to the effect that, as of the Closing, Closing the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e) have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. The Company shall have has received a certificate executed for and on behalf of Parent by an officer of Parent for and on its behalf to the effect that, as of the Closing, the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e) have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. The Company shall have received a certificate executed for and on behalf of Parent by an officer of Parent to the effect that, as of the Closing, the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e6.3(a) have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. Company shall have received a certificate executed for and on behalf of Parent by an a Vice President or higher level officer of Parent for and on its behalf to the effect that, as of the Closing, the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e) have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. Company shall have received a certificate executed for and on behalf of Parent by an officer the Chief Executive Officer and Chief Financial Officer of Parent in their respective capacities for and on its behalf to the effect that, as of the Closing, the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e) have been satisfied (the “Parent Certificate”).:

Certificate of Parent. The Company shall have received from the --------------------- Parent a certificate executed for and on behalf of Parent by an officer of Parent its Chief Executive Officer and Chief Financial Officer to the effect that, as of the ClosingEffective Time, the conditions set forth in Section 7.3(a), Section 7.3(bSections 6.3 (a) and Section 7.3(e(f) have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. The Company shall have received a --------------------- certificate executed for and on behalf of Parent signed by an a duly authorized officer of Parent to the effect that, as of the Closing, each and every one of the conditions to the obligations of the Company set forth in this Section 7.3(a), Section 7.3(b) and Section 7.3(e) 6.2 have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. Company shall have received a certificate --------------------- executed for and on behalf of Parent by an appropriate officer of Parent to the effect that, as of the Closing, the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e) have been satisfied (the “Parent Certificate”).:

Certificate of Parent. Company shall have received a certificate certificate, validly executed for and on behalf of Parent by an officer of Parent a Vice President for and on its behalf to the effect that, as of the Closing, Closing the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e) 5.3 hereof have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. The Company shall have received a certificate certificate, validly executed for and on behalf of the Parent by an officer of Parent for and on its behalf to the effect that, as of the Closing, Closing the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e(b) have been satisfied in full (unless otherwise waived in accordance with the “Parent Certificate”terms hereof).

Certificate of Parent. The Company shall have received been provided with a certificate executed for and on behalf of Parent by an officer of Parent Parent's Chief Financial Officer to the effect that, as of the ClosingClosing Date, each of the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e) have 7.01 has been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. Company shall have received a certificate certificate, validly executed for and on behalf of Parent by an officer of Parent a Vice President for and on its behalf to the effect that, as of the Closing, Closing the conditions condition set forth in Section 7.3(a), Section 7.3(bSections 6.3(a) and Section 7.3(e6.3(b) hereof have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. Company shall have received a certificate executed for and on behalf of Parent by an officer of Parent to the effect that, as of the Closing, the conditions set forth in Section 7.3(a), Section 7.3(b6.3(a) and Section 7.3(e) have been satisfied (the “Parent Certificate”)are satisfied.

Certificate of Parent. Company shall have received a certificate executed for and on behalf of Parent and Sub by an officer of Parent for and on its behalf to the effect that, as of the Closing, the conditions to the obligations of the Company and the Principal Stockholders set forth in this Section 7.3(a), Section 7.3(b) and Section 7.3(e) 7.3 have been satisfied (unless otherwise waived by the “Parent Certificate”Company).

Certificate of Parent. Company shall have received a certificate executed for and on behalf of Parent by an officer of Parent to the effect that, as of the Closing, the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e6.3(b) have been satisfied (the “Parent Certificate”).

Certificate of Parent. Company shall have received a certificate certificate, validly executed for and on behalf of Parent by an officer of Parent authorized Person for and on its behalf to the effect that, as of the Closing, the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e) 9.3 have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. Company shall have received a certificate executed for and on behalf of Parent by an officer of Parent to the effect that, as of the Closing, the conditions set forth in Section 7.3(a), Section 7.3(b6.3(a) and Section 7.3(e6.3(b) have been satisfied (the “Parent Certificate”).

Certificate of Parent. The Company shall have received a certificate executed for and on behalf of Parent by an officer of Parent and on its behalf to the effect that, as of the Closing, the conditions set forth in Section Sections 7.3(a), Section 7.3(b) and Section 7.3(e7.3(b) have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. Company shall have received a certificate certificate, validly executed for and on behalf of Parent by an authorized officer of Parent for and on its behalf to the effect that, as of the Closing, Closing the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(eSECTION 6.3(a) have been satisfied (the “Parent Certificate”)in full.

Certificate of Parent. The Company shall have received a certificate from Parent, validly executed for and on behalf of Parent by an officer of Parent for and on Parent’s behalf to the effect that, as of the Closing, the conditions to the obligations of the Company set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e) have been satisfied (unless otherwise waived by the “Parent Certificate”Company in writing in accordance with the terms hereof).

Certificate of Parent. The Company shall have received a certificate executed for and on behalf of Parent by an a duly authorized officer of Parent to the effect that, as of the Closing, the conditions to the obligations of the Company set forth in Section 7.3(a), Section 7.3(bSections 6.2(a) and Section 7.3(e6.2(b) hereof have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. Company shall have received a certificate executed for and on behalf of Parent by an officer of Parent for and on its behalf to the effect that, as of the Closing, Closing the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e) have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. Company shall have received a certificate from Parent, validly executed for and on behalf of Parent by an officer of Parent for an on Parent’s behalf to the effect that, as of the Closing, the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e7.3(b) have been satisfied (the “Parent Closing Certificate”).

Certificate of Parent. Company shall have received a certificate certificate, validly executed for and on behalf of Parent by an officer of Parent a Vice President for and on its behalf to the effect that, as of the Closing, Closing the conditions condition set forth in Section 7.3(a), Section 7.3(bSECTIONS 6.3(a) and Section 7.3(e6.3(b) hereof have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. Company shall have received a certificate certificate, validly executed for and on behalf of Parent by an officer of Parent a Vice President for and on its behalf to the effect that, as of the Closing, Closing the conditions set forth in Section 7.3(a), Section 7.3(bSections 6.3(a) and Section 7.3(e6.3(b) hereof have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. The Company shall have received a certificate certificate, validly executed for and on behalf of Parent by an authorized officer of Parent for and on its behalf to the effect that, as of the Closing, Effective Time the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e6.3(a) have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. The Company shall have received a --------------------- certificate executed for and on behalf of Parent by an officer of Parent the Chief Executive Officer or the Chief Operations Officer to the effect that, of Section 7.3(a) as of the Closing, Closing Date and that the conditions to the obligations of Parent and Sub set forth in this Section 7.3(a), Section 7.3(b) and Section 7.3(e) 7.3 have been satisfied (unless otherwise waived in accordance with the “Parent Certificate”terms hereof).

Certificate of Parent. Company shall have received a certificate certificate, validly executed for and on behalf of Parent by an officer of Parent a Vice President for and on its behalf to the effect that, as of the Closing, the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e) 6.3 hereof have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. The Company shall have received a certificate certificate, validly executed for and on behalf of Parent by an a duly authorized officer of Parent to the effect that, as of the Closing, the conditions to the obligations of the Company set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e6.3(a) have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. The Company shall have received a certificate certificate, validly executed for and on behalf of Parent by an officer of Parent for and on its behalf to the effect that, as of the Closing, Closing the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e) 6.3 have been satisfied in full (unless otherwise waived in accordance with the “Parent Certificate”terms hereof).

Certificate of Parent. The Company shall have received a certificate executed for and on behalf of Parent by an officer of Parent to the effect that, as of the Closing, the conditions set forth in Section 7.3(a), Section 7.3(b6.3(a) and Section 7.3(e) hereof have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. The Company shall have received a certificate executed for and on behalf of Parent by an officer of Parent and on its behalf to the effect that, as of the Closing, the conditions set forth in Section 7.3(a), Section 7.3(b6.3(a) and Section 7.3(e) have been satisfied (the “Parent Certificate”)are satisfied.

Certificate of Parent. Company shall have received a certificate certificate, validly executed for and on behalf of Parent by an officer of Parent a Vice President for and on its behalf to the effect that, as of the Closing, the conditions set forth in Section 7.3(a), Section 7.3(b) and Section 7.3(e) 5.3 hereof have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. Company shall have received been provided --------------------- with a certificate executed for and on behalf of Parent by an officer of Parent its President and its Chief Financial Officer to the effect that, as of that the Closing, the conditions condition set forth in Section 7.3(a), Section 7.3(b6.2(a) and Section 7.3(e) have has been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. The Company shall have received a --------------------- certificate executed for and on behalf of Parent by an officer of Parent the Chief Executive Officer to the effect that, of Section 7.3(a) as of the Closing, Closing and that the conditions to the obligations of Parent and Sub set forth in this Section 7.3(a), Section 7.3(b) and Section 7.3(e) 7.3 have been satisfied (unless otherwise waived in accordance with the “Parent Certificate”terms hereof).

Certificate of Parent. The Company shall have received a certificate certificate, validly executed for and on behalf of Parent by an executive officer of Parent Parent, to the effect that, as of the Closing, the conditions to the obligations of the Company set forth in Section 7.3(a), Section 7.3(b5.3(al (Additional Conditions to the Obligations of the Company-Representation and Warranties) and Section 7.3(e5.3(b) (Additional Conditions to the Obligations of the Company-Covenants) have been satisfied (the “Parent Certificate”)satisfied.

Certificate of Parent. The Company shall have received a certificate certificate, validly executed for and on behalf of Parent by an executive officer of Parent Parent, to the effect that, as of the Closing, the conditions to the obligations of the Company set forth in Section 7.3(a), Section 7.3(b5.3(a) and Section 7.3(e5.3(b) have been satisfied (the “Parent Certificate”)satisfied.