Closing Certificate of the Company. The Agent shall have received copies for each of the Lenders, certified by the Secretary of the Company to be true and correct and in full force and effect, of (i) a statement to the effect that the Articles of Incorporation and By-Laws of the Company delivered to the Lenders on April 30, 1999 have not been amended since that date and remain in full force and effect as of the date hereof; (ii) resolutions of the Board of Directors of the Company authorizing the issuance, execution and delivery of this Fifth Amendment; and (iii) a statement containing the names and titles of the officer or officers of the Company authorized to sign such documents, together with true signatures of such officers.
Closing Certificate of the Company. The Parent and Merger Sub shall have received a certificate, dated as of the Closing Date, signed by a Responsible Officer of the Company certifying that, to the best of such Responsible Officer’s knowledge, the conditions set forth in Sections 9.2(a) and 9.2(b) have been satisfied.
Closing Certificate of the Company. The Parent shall have received at the Closing a certificate signed on behalf of the Company by each of the Chief Executive Officer and Chief Financial Officer of the Company to the effect that each such Chief Executive Officer and Chief Financial Officer has read Sections 7.2(a) and (b) and the conditions set forth in Sections 7.2(a) and (b) have been satisfied in all material respects.
Closing Certificate of the Company. The Acquiror shall have received a certificate executed on behalf of the Company by a duly authorized officer of the Company and dated as of the Closing Date (i) to the effect, as of the Closing, of Section 8.02(a) and Section 8.02(b) (unless otherwise waived in accordance with the terms thereof) and (ii) that attached to such certificate is a true copy of a resolution of the members of the Company, which resolutions authorize the execution, delivery and performance of this Agreement and the transactions contemplated herein.
Closing Certificate of the Company. The Company shall deliver to Investor a closing certificate executed by an executive officer of the Company, dated the Closing Date, in the form of Exhibit 7.7.
Closing Certificate of the Company. The Bank shall have received copies, certified by the Secretary of the Company to be true and correct and in full force and effect, of (i) the Articles of Incorporation and By-Laws of the Company; (ii) resolutions of the Board of Directors of the Company authorizing the issuance, execution and delivery of this First Amendment and the Replacement Note; and (iii) a statement containing the names and titles of the officer or officers of the Company authorized to sign such documents, together with true signatures of such officers.
Closing Certificate of the Company. The Buyer shall have received a certificate, dated as of the Closing Date, signed by a Responsible Officer of the Company certifying that, to the best of such Responsible Officer’s knowledge, the conditions set forth in Sections 7.2(a), 7.2(c), 7.2(d), and 7.2(e) have been satisfied.
Closing Certificate of the Company. The Underwriters receiving at the Time of Closing, a certificate dated the Closing Date signed by two senior officers of the Company, certifying for and on behalf of the Company, and not in their personal capacities, after having made due inquiries, with respect to the following matters:
Closing Certificate of the Company. You shall have received a certificate dated the Closing Date, signed by the President, a Vice President or the Corporate Director of Finance of the Company, the truth and accuracy of which shall be a condition to your obligation to acquire the Notes proposed to be delivered to you and to the effect that (i) the representations and warranties of the Company set forth in Exhibit B hereto are true and correct on and with respect to the Closing Date, (ii) the Company has
