Certificate of the Company and the Operating Partnership Clause Samples
The "Certificate of the Company and the Operating Partnership" clause requires the company and its operating partnership to formally attest to certain facts or conditions, typically through a signed certificate. In practice, this certificate may confirm compliance with contractual obligations, the accuracy of representations and warranties, or the occurrence of specific events as required by the agreement. This clause serves to provide assurance and documented evidence to the other party, thereby reducing uncertainty and supporting the enforceability of the contract.
Certificate of the Company and the Operating Partnership. On each of the First Closing Date and each Option Closing Date, the Representative shall have received a certificate executed by the Chief Executive Officer or President of the Company, the Chief Financial Officer of the Company, and an appropriate officer of the Operating Partnership, dated as of such date, to the effect set forth in Section 6(b)(ii) and further to the effect that:
(i) for the period from and including the date of this Agreement through and including such date, there has not occurred any Material Adverse Change;
(ii) the representations, warranties and covenants of the Company and the Operating Partnership set forth in Section 1 of this Agreement are true and correct with the same force and effect as though expressly made on and as of such date; and
(iii) the Company and the Operating Partnership have complied with all the agreements hereunder and satisfied all the conditions on its part to be performed or satisfied hereunder at or prior to such date.