Common use of Certificate Clause in Contracts

Certificate. Buyer shall have received a certificate, signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b) and 6.2(f) have been satisfied.

Appears in 6 contracts

Sources: Asset Purchase Agreement (Comcast Corp), Asset Purchase Agreement (Time Warner Inc), Asset Purchase Agreement (Adelphia Communications Corp)

Certificate. Buyer shall have received a certificate, signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, certificate dated the Closing Date, Date and executed by the Seller and an authorized officer of the Company to the effect that the conditions set forth expressed in Sections 6.2(a4.1(b), 6.2(b4.1(c) and 6.2(f4.1(d) have been satisfiedfulfilled.

Appears in 5 contracts

Sources: Purchase Agreement (Hammer Fiber Optics Holdings Corp), Purchase Agreement (Hammer Fiber Optics Holdings Corp), Purchase Agreement (Hammer Fiber Optics Holdings Corp)

Certificate. Buyer shall have received a certificate, signed on behalf by a duly authorized officer of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, and dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b) and 6.2(f6.2(b) have been satisfied.

Appears in 5 contracts

Sources: Master Investment Agreement (Vantiv, Inc.), Master Investment Agreement (Fifth Third Bancorp), Master Investment Agreement (Fifth Third Bancorp)

Certificate. Buyer Seller shall have received a certificate, dated the Closing Date, signed on behalf of Seller Buyer by the Chief Executive Officer or Chief Financial Officer a principal corporate officer of Seller, dated the Closing DateBuyer, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b) 10.1 and 6.2(f) 10.2 have been satisfied.

Appears in 4 contracts

Sources: Asset Purchase Agreement (Allion Healthcare Inc), Asset Purchase Agreement (Allion Healthcare Inc), Asset Purchase Agreement (Allion Healthcare Inc)

Certificate. Buyer shall have received a certificate, dated the Closing Date, signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer a principal corporate officer of Seller, dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b) 9.1 and 6.2(f) 9.2 have been satisfied.

Appears in 4 contracts

Sources: Asset Purchase Agreement (Allion Healthcare Inc), Asset Purchase Agreement (Allion Healthcare Inc), Asset Purchase Agreement (Allion Healthcare Inc)

Certificate. Buyer shall have received a certificate, signed on behalf by a duly authorized officer of Seller by the Chief Executive Officer or Chief Financial Officer and dated as of Seller, dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(bSection 7.2(a) and 6.2(fSection 7.2(b) have been satisfiedsatisfied (if not waived).

Appears in 4 contracts

Sources: Stock Purchase Agreement (Barclays Bank PLC /Eng/), Stock Purchase Agreement (BlackRock Inc.), Stock Purchase Agreement (Barclays Bank PLC /Eng/)

Certificate. Buyer Seller shall have received a certificate, signed on behalf of Seller Buyer by the Chief Executive Officer or Chief Financial Officer of SellerBuyer, dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a6.3(a), 6.2(b6.3(b) and 6.2(f6.3(e) have been satisfied.

Appears in 4 contracts

Sources: Asset Purchase Agreement (Time Warner Inc), Asset Purchase Agreement (Adelphia Communications Corp), Asset Purchase Agreement (Adelphia Communications Corp)

Certificate. Buyer Seller shall have received a certificate, certificate signed on behalf by an executive officer of Seller by the Chief Executive Officer or Chief Financial Officer of SellerBuyer, dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b7.2(a) and 6.2(f(b) have been satisfied.

Appears in 3 contracts

Sources: Asset Purchase Agreement (Icagen, Inc.), Asset Purchase Agreement (Ligand Pharmaceuticals Inc), Asset Purchase Agreement (Scansource Inc)

Certificate. Buyer shall have received a certificate, signed on behalf by a duly authorized officer of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, and dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b7.2(b) and 6.2(f7.2(d) have been satisfied.

Appears in 3 contracts

Sources: Securities Purchase Agreement, Securities Purchase Agreement (Verizon Communications Inc), Securities Purchase Agreement (Frontier Communications Corp)

Certificate. Buyer Seller shall have received a certificate, signed on behalf by a duly authorized officer of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, Purchaser and dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b) and 6.2(f6.2(b) have been satisfied.

Appears in 2 contracts

Sources: License, Development and Commercialization Agreement (MEI Pharma, Inc.), License, Development and Commercialization Agreement (MEI Pharma, Inc.)

Certificate. Buyer Purchaser shall have received a certificate, certificate signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated as of the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b(b) and 6.2(f(d) have been and are satisfied.

Appears in 2 contracts

Sources: Stock and Asset Purchase Agreement (TE Connectivity Ltd.), Stock and Asset Purchase Agreement (CommScope Holding Company, Inc.)

Certificate. Buyer shall have received a certificate, dated the date of the Closing, signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer managing directors of Seller, dated the Closing Date, certifying as to the effect that fulfillment of the conditions set forth specified in Sections 6.2(aSection 7.2 (a), 6.2(b) and 6.2(f) have been satisfied.

Appears in 2 contracts

Sources: Stock Purchase Agreement (Telecom Italia S P A), Stock Purchase Agreement (TPG Advisors IV, Inc.)

Certificate. Buyer Seller shall have received a certificate, signed on behalf of Seller Buyer by the Chief Executive Officer or Chief Financial Officer of SellerBuyer, dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b6.3(a) and 6.2(f6.3(b) have been satisfied.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Comcast Corp), Asset Purchase Agreement (Adelphia Communications Corp)

Certificate. Buyer Seller shall have received a certificate, certificate signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of SellerPurchaser, dated as of the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(bSection 6.3(a) and 6.2(fSection 6.3(b) have been satisfied.

Appears in 2 contracts

Sources: Stock and Asset Purchase Agreement (TE Connectivity Ltd.), Stock and Asset Purchase Agreement (CommScope Holding Company, Inc.)

Certificate. Buyer The Purchaser shall have received a certificate, certificate signed on the Sellers' behalf by an executive officer of Seller by the Chief Executive Officer or Chief Financial Officer of SellerParent, dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b7.2(a) and 6.2(f7.2(b) have been satisfied.

Appears in 2 contracts

Sources: Purchase, Sale and Servicing Transfer Agreement (Blair Corp), Purchase, Sale and Servicing Transfer Agreement (Dillards Inc)

Certificate. Buyer Purchaser shall have received a certificate, certificate signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated as of the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b) and 6.2(f(b) shall have been satisfied.;

Appears in 2 contracts

Sources: Stock Purchase Agreement (TE Connectivity Ltd.), Stock Purchase Agreement

Certificate. Buyer shall have received delivered to Seller a certificate, signed on behalf dated as of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated the Closing Date, to the effect and signed by an executive officer of Buyer, stating that the conditions set forth in Sections 6.2(a), 6.2(b) 7.1 and 6.2(f) 7.2 have been satisfied.

Appears in 2 contracts

Sources: Asset Purchase Agreement, Asset Purchase Agreement (Woodward, Inc.)

Certificate. Buyer Seller and ROI shall have received a certificate, signed on behalf by a duly authorized officer of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, Buyer and dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b6.3(a) and 6.2(f6.3(b) have been satisfied.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Return on Investment Corp), Asset Purchase Agreement (Return on Investment Corp)

Certificate. Buyer The Purchaser shall have received a certificate, certificate signed on the Seller’s behalf by an executive officer of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b7.2(a) and 6.2(f7.2(b) have been satisfied.

Appears in 2 contracts

Sources: Purchase and Sale Agreement (Kohls Corporation), Purchase and Assumption Agreement (Residential Capital, LLC)

Certificate. Buyer shall have received a certificate, certificate signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a7.1(a), 6.2(b(b), (c) and 6.2(f(d) have been satisfied.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Icagen, Inc.), Asset Purchase Agreement (Ligand Pharmaceuticals Inc)

Certificate. Buyer The Purchaser shall have received a certificate, certificate signed on the Sellers’ behalf by an executive officer of Seller by the Chief Executive Officer or Chief Financial Officer of SellerParent, dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a7.2(a), 6.2(b7.2(b) and 6.2(f7.2(f) have been satisfied.

Appears in 2 contracts

Sources: Purchase, Sale and Servicing Transfer Agreement (Neiman Marcus, Inc.), Purchase, Sale and Servicing Transfer Agreement (Neiman Marcus Group Inc)

Certificate. Buyer Seller shall have received a certificate, certificate signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of SellerPurchaser, dated as of the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b6.3(a) and 6.2(f(b) have been satisfied.

Appears in 2 contracts

Sources: Stock and Asset Purchase Agreement (Preformed Line Products Co), Stock and Asset Purchase Agreement (Tyco Electronics Ltd.)

Certificate. Buyer Seller shall have received delivered to Buyer (a) a certificate, signed on behalf dated as of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated the Closing Date, to the effect and signed by an executive officer of Seller, as applicable, stating that the conditions set forth in Sections 6.2(a), 6.2(b) 6.1 and 6.2(f) 6.2 have been satisfied, and (b) the Disclosure Letter Update.

Appears in 2 contracts

Sources: Asset Purchase Agreement, Asset Purchase Agreement (Woodward, Inc.)

Certificate. Buyer Seller shall have received a certificate, signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated the Closing Date, signed by an authorized officer of Purchaser, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b) 4.1 and 6.2(f) 4.2 have been satisfied.

Appears in 2 contracts

Sources: Acquisition Agreement (Voxware Inc), Acquisition Agreement (Voxware Inc)

Certificate. Buyer shall have received a certificate, signed on behalf by a duly authorized officer of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, and dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a7.2(c), 6.2(b7.2(d) and 6.2(f7.2(e) have been satisfied.

Appears in 2 contracts

Sources: Stock Purchase Agreement (At&t Inc.), Stock Purchase Agreement (Frontier Communications Corp)

Certificate. Buyer The Seller shall have received a certificate, dated the Closing Date, signed on behalf of Seller Buyer by the Chief Executive Officer or Chief Financial Officer an officer of Seller, dated the Closing DateBuyer, to the effect that the conditions set forth in Sections 6.2(a7.2(a), 6.2(b7.2(b) and 6.2(f7.2(c) have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Skinmedica Inc)

Certificate. Buyer Seller shall have received a certificate, signed on behalf by a duly authorized executive officer of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, Buyer and dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(bSection 5.3(a) and 6.2(fSection 5.3(b) have been satisfied.

Appears in 1 contract

Sources: Stock and Asset Purchase Agreement (Cytec Industries Inc/De/)

Certificate. Buyer shall have received a certificate, certificate signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a7.1(a), 6.2(b(b) and 6.2(f(c) have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Scansource Inc)

Certificate. Buyer Seller shall have received a certificate, signed on behalf dated as of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated the Closing Date, signed by an authorized officer of Purchaser, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b) 4.1 and 6.2(f) 4.2 have been satisfied.

Appears in 1 contract

Sources: Acquisition Agreement (Cytrx Corp)

Certificate. Buyer shall have received delivered to Seller a certificate, signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated the Closing DateDate and signed by its duly authorized officer, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b) 6.3.1 and 6.2(f) 6.3.2 have been satisfied.

Appears in 1 contract

Sources: Share Purchase Agreement (Tyson Foods Inc)

Certificate. Buyer The Purchaser shall have received a certificate, certificate signed on the Sellers' behalf by an executive officer of Seller by the Chief Executive Officer or Chief Financial Officer of SellerSellers, dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b7.2(a) and 6.2(f7.2(b) have been satisfied.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Belk Inc)

Certificate. Buyer shall have received a certificate, signed on behalf by a duly authorized executive officer of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, and dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b) and 6.2(f6.2(b) have been satisfied.

Appears in 1 contract

Sources: Stock and Asset Purchase Agreement (Cytec Industries Inc/De/)

Certificate. Buyer shall have received a certificate, signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated the Closing Date, signed by each Seller to the effect that the conditions set forth in Sections 6.2(a6.1(a), 6.2(b) 6.1(b), and 6.2(f6.1(c) have been satisfied.

Appears in 1 contract

Sources: Purchase Agreement (Cross Country Healthcare Inc)

Certificate. Buyer Seller shall have received a certificate, signed on behalf by a duly authorized officer of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, Buyer and dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b(b) and 6.2(f(c) have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Biomimetic Therapeutics, Inc.)

Certificate. The Buyer shall have received a certificate, signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, Sellers’ Representative and dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b7.2(a) and 6.2(f7.2(b) have been satisfied.

Appears in 1 contract

Sources: Share Sale and Purchase Agreement (J2 Global Communications Inc)

Certificate. Buyer Seller shall have received a certificate, signed on behalf by a duly authorized officer of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, ▇▇▇▇▇ and dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b) and 6.2(f6.2(b) have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Acelrx Pharmaceuticals Inc)

Certificate. Buyer Seller's Representative shall have received a certificate, dated the Closing Date, signed on behalf of Seller Purchaser by the Chief Executive Officer or Chief Financial Officer an officer of Seller, dated the Closing DatePurchaser, to the effect that the conditions set forth in Sections 6.2(a7.2(a), 6.2(b7.2(b) and 6.2(f7.2(c) have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Cirtran Corp)

Certificate. Buyer shall have received a certificate, signed on behalf by an authorized officer of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, and dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b7.02(a) and 6.2(f7.02(b) have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (NTN Buzztime Inc)

Certificate. Buyer Seller shall have received a certificate, signed on behalf of Seller by certificate from the Chief Executive Officer or Chief Financial Officer of Seller, Buyer dated as of the Closing Date, to the effect certifying on behalf of Buyer that the conditions set forth in Sections 6.2(a), 6.2(bSection 6.3(a) and 6.2(fSection 6.3(b) have been satisfied.;

Appears in 1 contract

Sources: Stock Purchase Agreement (Korn Ferry International)

Certificate. Buyer shall have received a certificate, signed on behalf by a duly authorized officer of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, and dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b6.1(a) and 6.2(fthrough (e) have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Biomimetic Therapeutics, Inc.)

Certificate. Buyer shall have received a certificate, dated the Closing Date, signed on behalf of Seller by a principal corporate officer of Seller and signed by the Chief Executive Officer or Chief Financial Officer of Seller, dated Seller and the Closing DateShareholders, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b) 7.1 and 6.2(f) 7.2 have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Allion Healthcare Inc)

Certificate. Buyer shall have received a certificate, signed on behalf by a duly authorized officer of each Seller by the Chief Executive Officer or Chief Financial Officer of Seller, and dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b7.2(a) and 6.2(f7.2(c) have been satisfied.

Appears in 1 contract

Sources: Stock Purchase Agreement (Liberty Latin America Ltd.)

Certificate. Buyer shall have received a certificate, signed on behalf by a duly authorized officer of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, and dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a6.02(a), 6.2(b6.02(b) and 6.2(f6.02(f) have been satisfied.

Appears in 1 contract

Sources: Investment Agreement (Total System Services Inc)

Certificate. Buyer shall have received delivered to Seller and the Seller's Parent a certificate, signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated the Closing Date, executed by Buyer's chief executive officer to the effect that the conditions set forth in Sections 6.2(asubsections (a), 6.2(b(b) and 6.2(f(c) of this Section 7.1 have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Dualstar Technologies Corp)

Certificate. Buyer Seller shall have received a certificate, signed on behalf of Seller by in form and substance reasonably satisfactory to the Chief Executive Officer or Chief Financial Officer of Seller, signed by Purchaser, dated as of the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b6.3(a) and 6.2(f(b) have been satisfied.

Appears in 1 contract

Sources: Stock and Asset Purchase Agreement (Bel Fuse Inc /Nj)

Certificate. Buyer Seller shall have received a certificate, signed on behalf by a duly authorized officer of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, Buyer and dated the Closing Date, to the effect that the conditions set forth in Sections Section 6.2(a), 6.2(b) and 6.2(f6.2(b) have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Cell Therapeutics Inc)

Certificate. Buyer The Sellers shall have received a certificate, dated the Closing Date, signed on behalf of Seller Buyer by the Chief Executive Officer or Chief Financial Officer a principal corporate officer of Seller, dated the Closing DateBuyer, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b8.2(a) and 6.2(f8.2(b) have been satisfied.

Appears in 1 contract

Sources: Purchase Agreement (American Disposal Services Inc)

Certificate. Buyer shall have received a certificate, signed on behalf by a duly authorized officer of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, and dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b6.1(a) and 6.2(f6.1(b) have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Acelrx Pharmaceuticals Inc)

Certificate. Buyer The Sellers shall have received a certificate, certificate signed on the Purchaser’s behalf by an executive officer of Seller by the Chief Executive Officer or Chief Financial Officer of SellerPurchaser, dated the Second Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b8.3(a) and 6.2(f8.3(b) have been satisfied.

Appears in 1 contract

Sources: Purchase, Sale and Servicing Transfer Agreement (Macy's, Inc.)

Certificate. Buyer Sellers shall have received a certificatecertificate of ----------- Purchaser, signed on behalf of Seller dated the Closing Date, executed by the Chief Executive Officer or Chief Financial Officer of Seller, dated the Closing DatePurchaser, to the effect that the conditions set forth specified in Sections 6.2(a), 6.2(b8.3(a) and 6.2(f8.3(b) have been satisfiedfulfilled.

Appears in 1 contract

Sources: Asset Purchase Agreement (Union Tank Car Co)

Certificate. Buyer Seller shall have received a certificate, certificate signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of SellerPurchaser, dated as of the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b6.3(a) and 6.2(f(b) have been satisfied.;

Appears in 1 contract

Sources: Stock Purchase Agreement (TE Connectivity Ltd.)

Certificate. Buyer shall have received a certificate, signed on behalf by a duly authorized officer of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, and dated the Closing Date[*], to the effect that the conditions set forth in Sections 6.2(a), 6.2(b) and 6.2(f6.2(b) have been satisfied.

Appears in 1 contract

Sources: Sale and Purchase Agreement (Amgen Inc)

Certificate. The Buyer shall have received a certificate, signed on behalf by a duly authorized officer of the Seller by the Chief Executive Officer or Chief Financial Officer of Seller, and dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b) and 6.2(f6.2(d) have been satisfied.

Appears in 1 contract

Sources: Share Purchase Agreement (Cree Inc)

Certificate. Buyer Seller shall have received a certificate, signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated the Closing Date, signed by the Chief Financial Officer of Purchaser, as to the effect that satisfaction of the conditions set forth contained in Sections 6.2(a), 6.2(b) 6.1 and 6.2(f) have been satisfied6.2 hereof.

Appears in 1 contract

Sources: Stock Purchase Agreement (Telebyte Technology Inc)

Certificate. Buyer Seller shall have received a certificate, dated the Closing Date, signed on behalf of Seller Buyer by the Chief Executive Officer or Chief Financial Officer an officer of Seller, dated the Closing DateBuyer, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b5.2(a) and 6.2(f5.2(b) have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Comtech Telecommunications Corp /De/)

Certificate. Buyer shall have received a certificate, signed on behalf dated as of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated the Closing Date, to the effect executed by an executive officer of Seller confirming that the conditions set forth in Sections 6.2(a), 6.2(b) and 6.2(f(b) shall have been duly satisfied.

Appears in 1 contract

Sources: Call Agreement (FX Real Estate & Entertainment Inc.)

Certificate. Buyer Seller and the Shareholders shall have received a certificate, dated the Closing Date, signed on behalf of Seller Buyer by the Chief Executive Officer or Chief Financial Officer a principal corporate officer of Seller, dated the Closing DateBuyer, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b) 8.1 and 6.2(f) 8.2 have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Allion Healthcare Inc)

Certificate. Buyer The Purchaser shall have received a certificate, certificate signed on each Seller's behalf by an executive officer of Seller by the Chief Executive Officer or Chief Financial Officer of each Seller, dated the Second Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b8.2(a) and 6.2(f8.2(b) have been satisfied.

Appears in 1 contract

Sources: Purchase, Sale and Servicing Transfer Agreement (Federated Department Stores Inc /De/)

Certificate. Buyer shall have received a certificate, signed on behalf by a duly authorized officer of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, Sellers’ Representative and dated the Closing Date, to the effect that the conditions set forth in Sections Section 6.2(a), 6.2(b) and 6.2(fSection 6.2(b) have been satisfied.

Appears in 1 contract

Sources: Stock Purchase Agreement (Ashland Inc.)

Certificate. Buyer Seller shall have received a certificate, certificate signed on behalf of Seller Purchaser by the Chief Executive Officer or Chief Financial Officer an executive officer of Seller, dated the Closing Date, to the effect Purchaser that each of the conditions to Closing set forth in Sections 6.2(a), 6.2(bSection 6.02(a) and 6.2(fSection 6.02(b) have been satisfied.

Appears in 1 contract

Sources: Stock Purchase Agreement (Tronox LTD)

Certificate. Buyer shall have received delivered to the Sellers a certificate, signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated the Closing DateDate and signed by an executive officer of Buyer, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b) 8.1 and 6.2(f) 8.2 have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Unc Inc)

Certificate. Buyer The Sellers’ Representative shall have received a certificate, certificate signed on behalf by an executive officer of Seller by the Chief Executive Officer or Chief Financial Officer of SellerPurchaser, dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b8.2(a) and 6.2(f(b) have been satisfied.

Appears in 1 contract

Sources: Stock Purchase Agreement (Scansource, Inc.)

Certificate. Buyer shall have received a certificate, signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated the Closing Date, signed by an officer of Seller to the effect that the conditions set forth in Sections 6.2(a), 6.2(b) and 6.2(f) this Section 7.2 have been satisfied.

Appears in 1 contract

Sources: Stock Purchase Agreement (Cross Country Healthcare Inc)

Certificate. Buyer shall have received a certificate, signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, certificate dated the Closing Date, to the effect Date and executed by a duly authorized executive officer of Seller that the conditions set forth expressed in Sections 6.2(a)6.1, 6.2(b) 6.2 and 6.2(f) 6.3 have been satisfiedfulfilled.

Appears in 1 contract

Sources: Stock Purchase Agreement (Thermacell Technologies Inc)

Certificate. Buyer Purchaser shall have received a certificate, in form and substance reasonably satisfactory to Purchaser, signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated as of the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b) and 6.2(f(b) have been satisfied.

Appears in 1 contract

Sources: Stock and Asset Purchase Agreement (Bel Fuse Inc /Nj)

Certificate. Buyer Purchaser shall have received a certificate, certificate signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated as of the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b) and 6.2(f(b) have been satisfied.

Appears in 1 contract

Sources: Stock and Asset Purchase Agreement (Tyco Electronics Ltd.)

Certificate. Buyer Purchaser shall have received a certificatecertificate of ----------- each Seller, signed on behalf of Seller dated the Closing Date, executed by the Chief Executive Officer or Chief Financial Officer of such Seller, dated the Closing Date, to the effect that the conditions set forth specified in Sections 6.2(a), 6.2(b8.2(a) and 6.2(f8.2(b) have been satisfiedfulfilled.

Appears in 1 contract

Sources: Asset Purchase Agreement (Union Tank Car Co)

Certificate. Buyer The Sellers shall have received a certificate, certificate signed on the Purchaser's behalf by an executive officer of Seller by the Chief Executive Officer or Chief Financial Officer of SellerPurchaser, dated the Second Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b8.3(a) and 6.2(f8.3(b) have been satisfied.

Appears in 1 contract

Sources: Purchase, Sale and Servicing Transfer Agreement (Federated Department Stores Inc /De/)

Certificate. Buyer shall have received a certificate, signed on behalf of Seller by certificate from the Chief Executive Officer or Chief Financial Officer of Seller, dated as of the Closing Date, to the effect certifying on behalf of Seller that the conditions set forth in Sections Section 6.2(a), 6.2(b) and 6.2(fSection 6.2(b) have been satisfied.;

Appears in 1 contract

Sources: Stock Purchase Agreement (Korn Ferry International)

Certificate. Buyer shall have received a certificate, signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, certificate dated the Closing Date, signed by the President or Vice President and Treasurer or Secretary of Seller as to the effect that satisfaction of the conditions set forth contained in Sections 6.2(a), 6.2(b) Section 5.1 and 6.2(f) have been satisfied5.2 hereof.

Appears in 1 contract

Sources: Asset Purchase Agreement (Rexall Sundown Inc)

Certificate. Buyer Seller shall have received a certificate, signed on behalf certificate dated as of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated the Closing Date, executed by Buyer, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b) and 6.2(f) Subsection A of this Section 6.01 have been satisfied.

Appears in 1 contract

Sources: Production Payment Purchase and Sale Agreement (Pioneer Natural Resources Co)

Certificate. Buyer The Purchaser shall have received a certificate, certificate signed on each Seller’s behalf by an executive officer of Seller by the Chief Executive Officer or Chief Financial Officer of each Seller, dated the Second Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b8.2(a) and 6.2(f8.2(b) have been satisfied.

Appears in 1 contract

Sources: Purchase, Sale and Servicing Transfer Agreement (Macy's, Inc.)

Certificate. Buyer The Sellers shall have received a certificate, dated the Closing Date, signed on behalf of Seller Buyer by the Chief Executive Officer or Chief Financial Officer an officer of Seller, dated the Closing DateBuyer, to the effect that the conditions set forth in Sections 6.2(aSECTIONS 8.2(A), 6.2(b8.2(B) and 6.2(f8.2(C) have been satisfied.

Appears in 1 contract

Sources: Stock Purchase Agreement (Cross Country Healthcare Inc)

Certificate. Buyer Seller shall have each received a certificate, signed on behalf by a duly authorized officer of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, Buyer and dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b6.03(a) and 6.2(f6.03(b) have been satisfied.

Appears in 1 contract

Sources: Investment Agreement (Total System Services Inc)

Certificate. Buyer shall have received a certificate, signed on behalf by a duly authorized executive officer of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, and dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(bSection 5.2(a) and 6.2(fSection 5.2(b) have been satisfied.

Appears in 1 contract

Sources: Stock and Asset Purchase Agreement (Cytec Industries Inc/De/)

Certificate. Buyer Seller shall have received a certificate, signed on behalf dated as of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated the Closing Date, to the effect executed by an executive officer of Buyer confirming that the conditions set forth in Sections 6.2(a), 6.2(b6.3(a) and 6.2(f(b) shall have been duly satisfied.

Appears in 1 contract

Sources: Call Agreement (FX Real Estate & Entertainment Inc.)

Certificate. Buyer shall have received a certificate, signed on behalf by a duly authorized representative of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, and dated the Closing Date, to the effect that the conditions set forth in Sections Section 6.2(a), 6.2(b) and 6.2(fSection 6.2(b) have been satisfied.

Appears in 1 contract

Sources: Stock and Asset Purchase Agreement (Jefferies Group Inc /De/)

Certificate. Buyer Seller shall have received delivered to Buyer a certificate, signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated the Closing DateDate and signed by its duly authorized officer, to the effect that the conditions set forth in Sections 6.2(a)6.2.1, 6.2(b) 6.2.2 , 6.2.3 and 6.2(f) 6.2.4 have been satisfied.

Appears in 1 contract

Sources: Share Purchase Agreement (Tyson Foods Inc)

Certificate. Buyer shall have received a certificate, signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, certificate dated the Closing Date, Date and executed by the Seller and an authorized officer of the Companies to the effect that the conditions set forth expressed in Sections 6.2(a4.1(b), 6.2(b4.1(c) and 6.2(f4.1(d) have been satisfiedfulfilled.

Appears in 1 contract

Sources: Purchase Agreement (Hammer Fiber Optics Holdings Corp)

Certificate. Buyer Seller shall have received a certificate, signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated the Closing Date, signed by an officer of Purchaser as to the effect that satisfaction of the conditions set forth contained in Sections 6.2(a), 6.2(b) 6.1 and 6.2(f) have been satisfied6.2 hereof.

Appears in 1 contract

Sources: Asset Purchase Agreement (Nextphase Wireless, Inc.)

Certificate. Buyer Sellers’ Representatives shall have received a certificate, dated as of the Closing Date, signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated the Closing DateBuyer, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b) and 6.2(f6.2(b) have been satisfied.

Appears in 1 contract

Sources: Purchase Agreement (Cross Country Healthcare Inc)

Certificate. Buyer The Seller shall have received a certificate, certificate signed on the Purchaser’s behalf by an executive officer of Seller by the Chief Executive Officer or Chief Financial Officer of SellerPurchaser, dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b5.3(a) and 6.2(f5.3(b) have been satisfied.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Pier 1 Imports Inc/De)

Certificate. Buyer shall have received a certificate, signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer an officer of Seller, dated the Closing Date, to the effect that the conditions set forth in Sections Section 6.2(a), 6.2(b) and 6.2(fSection 6.2(b) have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Eastman Kodak Co)

Certificate. Buyer shall have received a certificate, signed on behalf of Seller certificate executed by the Chief Executive Officer or Chief Financial Officer President of Seller, dated the Closing Date, to the effect representing and certifying, in such detail as Buyer may reasonably request, that the conditions set forth in Sections 6.2(a), 6.2(b) and 6.2(f) 7.1 through 7.4 have been satisfiedfulfilled.

Appears in 1 contract

Sources: Asset Purchase Agreement (Xeta Corp)

Certificate. Buyer shall have received a certificatecertificate (the “Seller Closing Certificate”), signed on behalf by a duly authorized officer of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, and dated the Closing Date, (a) to the effect that the conditions set forth in Sections 6.2(a), 6.2(b) and 6.2(f6.2(d) have been satisfiedsatisfied and (b) certifying as to (i) the organizational documents of Seller, and (ii) the resolutions adopted by the board of directors and shareholders of Seller authorizing the Transaction.

Appears in 1 contract

Sources: Asset Purchase Agreement (Netgear, Inc)

Certificate. Buyer Seller shall have received a certificate, certificate signed on behalf of Seller by the Chief Executive Officer or Chief Financial Officer of SellerPurchasers, dated as of the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(bSection 6.3(a) and 6.2(fSection 6.3(b) have been satisfied.;

Appears in 1 contract

Sources: Stock and Asset Purchase Agreement (Commercial Metals Co)

Certificate. Buyer Seller shall have received a certificate, signed on behalf of Seller Buyer by the Chief Executive Officer or Chief Financial Officer an officer of SellerBuyer, dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(bSection 6.3(a) and 6.2(fSection 6.3(b) have been satisfied.

Appears in 1 contract

Sources: Asset Purchase Agreement (Eastman Kodak Co)

Certificate. Buyer The Purchaser shall have received a certificate, certificate signed on the Seller’s behalf by an executive officer of Seller by the Chief Executive Officer or Chief Financial Officer of Seller, dated the Closing Date, to the effect that the conditions set forth in Sections 6.2(a), 6.2(b5.2(a) and 6.2(f5.2(b) have been satisfied.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Pier 1 Imports Inc/De)