Closing and Solvency Certificate. The Agent shall have received a certification (after giving effect to the transactions contemplated hereby) of the Loan Parties and their Restricted Subsidiaries signed by a Responsible Officer of the Borrower that such Loan Parties and their Restricted Subsidiaries are Solvent, substantially in the form of Exhibit F hereto.
Closing and Solvency Certificate. The Agent shall have received a closing and solvency certificate signed by the chief financial officer on behalf of the Parent, substantially in the form of Exhibit F hereto.
Closing and Solvency Certificate. The Agent shall have received customary officer’s closing certificate, substantially in the form of Exhibit F hereto, signed by a Responsible Officer of the Borrower, which shall contain a certification that (i) the conditions in clauses (o), (p), and (q) of this Section 4.01 and clauses (a) and (b) of Section 4.02 are satisfied and (ii) on the Closing Date and after giving effect to the transactions contemplated hereby, the Loan Parties and their Restricted Subsidiaries are Solvent.
Closing and Solvency Certificate. The Borrowers shall have delivered to the Administrative Agent and the Lenders an officer’s certificate certifying that, as of the Closing Date, (i) all conditions precedent set forth in Sections 4.1 and 4.2 have been satisfied, (ii) no Default or Event of Default exists or immediately after the first Credit Event will exists, (iii) each of the representations and warranties contained in Article VI hereof are true and correct as of the Closing Date, (iv) the Borrowers (on a consolidated basis) are Solvent as of the Closing Date.
Closing and Solvency Certificate. A certificate executed by an Authorized Officer of Borrower certifying as to solvency and to the matters set forth in Section 4.2 as of the Closing Date.
Closing and Solvency Certificate. The Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying, as of the Closing Date, (i) as to the financial condition, solvency and related matters of the Borrower and its Subsidiaries, after giving effect to the initial Borrowings under the Loan Documents and the other transactions contemplated hereby, and (ii) that all of the conditions set forth in Section 4.02 have been satisfied.
Closing and Solvency Certificate. Administrative Agent shall have received a certificate, in form and substance satisfactory to it, from a knowledgeable Responsible Officer of each Credit Party certifying that, after giving effect to the initial Loans, any initial Letters of Credit and the other transactions contemplated herein, among other things, (A) all consents, approvals, authorizations, registrations, or filings required to be made or obtained by Borrowers and the other Credit Parties, if any, in connection with this Agreement and the other Loan Documents and the transactions contemplated herein and therein have been obtained and are in full force and effect, (B) no investigation or inquiry by any Governmental Authority regarding this Agreement and the other Loan Documents and the transactions contemplated herein and therein is ongoing, (C) since the date of the most-recent annual audited financial statements for the Tested Companies, as reflected in the Historical Financial Statements, there has been no event or circumstance that could be reasonably expected to have a Material Adverse Effect, (D) the most-recent annual audited financial statements of the Tested Companies, as reflected in the Historical Financial Statements, were prepared in accordance with GAAP, except as noted therein, and fairly present in all material respects the financial condition and results from operations of the Tested Companies, (E) the Credit Parties and their Subsidiaries, on a consolidated basis, are Solvent and, after consummation of the transactions contemplated to occur under this Agreement and the other Loan Documents, will be Solvent and (F) the conditions set forth in Section 6.2 have been met as of the Closing Date.
Closing and Solvency Certificate. Agent shall have received a closing and solvency certificate from a financial officer of Administrative Borrower (i) certifying to and documenting the solvency of the Borrowers, the Guarantors and their respective Subsidiaries after giving effect to this Fourth Amendment and the transactions contemplated hereby, (ii) stating that no Default has occurred and is continuing as of the date hereof, and (iii) stating that the representations and warranties of each Borrower and each Guarantor contained in the Financing Agreements is true and correct in all material respects as of the date hereof (except to the extent that such representations and warranties are expressly made as of a particular date, in which event such representations and warranties shall be true and correct in all material respects as of such date, and that any representation or warranty which shall be subject to any materiality qualifier is true and correct in all respects).
Closing and Solvency Certificate. Agent shall have received a certificate signed by a Responsible Officer of Borrowers dated as of the Closing Date, stating that (i) all representations and warranties set forth in this Agreement and the Other Documents are true and correct on and as of such date, (ii) on such date no Default or Event of Default has occurred or is continuing or would result from the consummation of the Transactions; and (iii) after giving effect to the Transactions contemplated hereunder, Borrowers and the other Loan Parties, on a consolidated basis, are Solvent;
Closing and Solvency Certificate. A certificate executed by an Authorized Officer of Borrower certifying as to solvency and to (i) the representations and warranties of Borrower and each Subsidiary set forth in this Agreement and the other Loan Documents being true and correct in all material respects with the same effect as if then made (except to the extent stated to relate to a specific earlier date, in which case such representations and warranties shall be true and correct as of such earlier date), and (ii) no Event of Default or Default has occurred and is continuing.
