Common use of Closing Certificate Clause in Contracts

Closing Certificate. The Purchaser shall deliver to the Seller a certificate, dated the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying to the effect that the conditions precedent to the Closing set forth in Section 5.01 and Section 5.02 have been satisfied or waived.

Closing Certificate. The Purchaser shall deliver to the Seller a certificate, dated the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying to the effect that the conditions precedent to the Closing set forth in Section 5.01 and Section 5.02 have been satisfied or waivedsatisfied.

Closing Certificate. The Purchaser shall deliver to the Seller a certificate, dated the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof thereof, dated as of the Closing Date, certifying to the effect that the all conditions precedent to the Closing set forth in Section 5.01 and Section 5.02 have been satisfied or waivedsatisfied.

Closing Certificate. The Purchaser Seller shall deliver to the Seller have received a certificate, dated as of the Closing Date, Date and signed on behalf by the Chief Executive Officer or Chief Financial Officer of the Purchaser by a senior executive officer thereof certifying to the effect Buyer, that each of the conditions precedent to the Closing set forth in Section 5.01 and Section 5.02 9.3(a) have been satisfied or waived(the “Buyer Closing Certificate”).

Closing Certificate. The Purchaser shall deliver to the Seller have delivered a certificatecertificate of an authorized officer of Purchaser, dated as of the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying to the effect that the conditions precedent to the Closing set forth specified in Section 5.01 6.2(a) and Section 5.02 6.2(b) have been satisfied or waivedsatisfied.

Closing Certificate. The Purchaser There shall deliver have been delivered to the Seller a certificate, certificate dated the Closing Date, signed on behalf of the Purchaser Buyer by a senior executive duly authorized officer thereof certifying to of Buyer, confirming the effect that satisfaction of the conditions precedent to the Closing set forth in Section 5.01 Sections 9.3 and Section 5.02 have been satisfied or waived9.4.

Closing Certificate. The Purchaser Buyer shall deliver to the Seller have delivered a certificate, signed by the Buyer's President and dated the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying to the effect that satisfaction of the conditions precedent to the Closing set forth in Section 5.01 Sections 8.1 and Section 5.02 have been satisfied or waived8.2 hereto.

Closing Certificate. The Purchaser Buyer shall deliver have delivered to the Seller Sellers a certificate, dated as of the Closing Date, signed on behalf of the Purchaser duly executed by a senior executive officer thereof Buyer certifying to the effect that fulfillment of the conditions precedent to the Closing set forth in Sections 5.2(a) and 5.2(b) (the “Buyer Closing Certificate”). For avoidance of doubt, for the purposes of Section 5.01 7.2, the Buyer Closing Certificate shall for all purposes be deemed to be a complete restatement, as of the Closing Date, by Buyer of the representations and Section 5.02 have been satisfied or waivedwarranties set forth in Article 3.

Closing Certificate. The Purchaser shall deliver have delivered to the Seller Representative a certificate, signed by an executive officer of Purchaser and dated as of the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying as to the effect that the conditions precedent to the Closing matters set forth in Section 5.01 7.02(a), Section 7.02(b), Section 7.02(c) and Section 5.02 have been satisfied or waived7.02(d).

Closing Certificate. The Purchaser There shall deliver have been delivered to the Seller a certificate, certificate dated the Closing Date, signed on behalf of the Purchaser Buyer by a senior executive duly authorized officer thereof certifying to of Buyer, confirming the effect that satisfaction of the conditions precedent to the Closing set forth in Section 5.01 Sections 10.3 and Section 5.02 have been satisfied or waived10.4.

Closing Certificate. The At Closing, Purchaser shall deliver furnish to the Seller a certificate, certificate signed by a duly authorized corporate officer of Purchaser dated the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying to the effect that the conditions precedent to the Closing set forth specified in Section 5.01 and Section 5.02 have 10. 1. 1 hereof has been satisfied or waivedsatisfied.

Closing Certificate. The Purchaser shall deliver to the Seller have received a certificate, dated the Closing Date, and signed on behalf by a duly authorized officer of the Purchaser Company and signed by a senior executive officer thereof certifying to the effect Sellers that each of the conditions precedent to the Closing set forth in Section 5.01 7.1(a) and Section 5.02 7.1(b) have been satisfied or waivedsatisfied.

Closing Certificate. The Purchaser shall deliver to the Seller a certificate, dated the Closing Date, signed on behalf of by the Purchaser by a senior executive officer thereof certifying to the effect that the conditions precedent to the Closing set forth in Section 5.01 and Section 5.02 have been satisfied or waivedsatisfied.

Closing Certificate. The Purchaser shall deliver to have received a certificate (the "Sellers Closing Certificate") signed by Seller a certificate, and dated the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying Date to the effect that the conditions precedent to the Closing set forth provided in Section 5.01 Sections 5.01, 5.02, 5.04 and Section 5.02 6.05 have been satisfied satisfied. The delivery of such certificate shall in no way diminish, supersede or waivedenlarge the representations and warranties of Seller made in this Agreement or its liability in respect thereof pursuant to Article IX.

Closing Certificate. The Purchaser There shall deliver have been delivered to the Seller Buyer a certificate, certificate dated the Closing Date, signed on behalf of the Purchaser Seller by a senior duly authorized executive officer thereof certifying to of Seller, confirming the effect that satisfaction of the conditions precedent to the Closing set forth in Section 5.01 Sections 8.3 and Section 5.02 have been satisfied or waived8.4.

Closing Certificate. The Purchaser There shall deliver have been delivered to the Seller Buyer a certificate, certificate dated the Closing Date, signed on behalf of the Purchaser Seller by a senior executive duly authorized officer thereof certifying to of Seller, confirming the effect that satisfaction of the conditions precedent to the Closing set forth in Section 5.01 Sections 9.3 and Section 5.02 have been satisfied or waived9.4.

Closing Certificate. The Purchaser shall deliver to the Seller a certificate, dated as of the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying to the effect that the all conditions precedent to the Closing set forth in Section 5.01 and Section 5.02 have been satisfied or waivedsatisfied.

Closing Certificate. The Purchaser shall deliver to the Seller a certificate, dated the Closing Date, certificate signed on behalf of the Purchaser by a senior executive officer thereof certifying to the effect that the all conditions precedent to the Closing set forth in Section 5.01 and Section 5.02 have been satisfied or waivedsatisfied.

Closing Certificate. The Purchaser There shall deliver have been delivered to the Seller a certificate, certificate dated the Closing Date, signed on behalf of the Purchaser Buyer by a senior duly authorized executive officer thereof certifying to of Buyer, confirming the effect that satisfaction of the conditions precedent to the Closing set forth in Section 5.01 Sections 9.3 and Section 5.02 have been satisfied or waived9.4.

Closing Certificate. The Purchaser shall deliver Seller has delivered to the Seller Purchaser a certificate, dated as of the Closing Date, signed on behalf by an authorized officer of the Purchaser by a senior executive officer thereof Seller, certifying to the effect that the conditions precedent to the Closing set forth specified in Section 5.01 and 6.2(a) through Section 5.02 have been satisfied or waived6.2(f) are satisfied.

Closing Certificate. The Purchaser There shall deliver have been delivered to the Seller Buyer a certificate, certificate dated the Closing Date, signed on behalf of the Purchaser Seller by a senior executive duly authorized officer thereof certifying to of Seller, confirming the effect that satisfaction of the conditions precedent to the Closing set forth in Section 5.01 Sections 8.3 and Section 5.02 have been satisfied or waived8.4.

Closing Certificate. The Purchaser shall deliver have delivered to the Seller a certificate, signed by an executive officer of Purchaser and dated as of the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying as to the effect that the conditions precedent to the Closing matters set forth in Section 5.01 6.02(a), Section 6.02(b) and Section 5.02 have been satisfied or waived6.02(c).

Closing Certificate. The Purchaser Buyer and the Members shall deliver have delivered to the Seller Company a certificate, dated as of the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying to the effect that the conditions precedent to the Closing set forth in Section 5.01 Sections 5.2(a) and Section 5.02 5.2(b) have been satisfied or waivedwaived by the Company in writing. Portions of this Exhibit were omitted and have been filed separately with the Secretary of the Commission Pursuant to the Company’s application requesting confidential treatment under Rule 24b-2 under the Securities Exchange Act of 1934.

Closing Certificate. The Purchaser shall deliver have delivered to the Seller Owners a certificatecertificate executed by an authorized officer of Purchaser, dated as of the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying to the effect that the conditions precedent to the Closing set forth in Section 5.01 Sections 6.3(b) and Section 5.02 6.3(c) have been satisfied or waivedsatisfied.

Closing Certificate. The Purchaser Seller shall deliver to the Seller have delivered a certificate, signed by its duly authorized representative and dated the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying to the effect that satisfaction of the conditions precedent to the Closing set forth in Section 5.01 Sections 7.1 and Section 5.02 have been satisfied or waived7.2 hereof.

Closing Certificate. The Purchaser Purchasers shall deliver to have been furnished with a certificate executed by the Seller a certificateCompany, dated the Closing Date, signed on behalf date of the Purchaser by a senior executive officer thereof Closing, certifying to the effect that the conditions precedent to the Closing set forth in Section 5.01 Sections 5(a) and Section 5.02 5(b) have been satisfied or waivedfulfilled.

Closing Certificate. The Purchaser Buyer shall deliver to the Seller have delivered a certificate, signed by the Buyer's President and dated the Closing Date, signed on behalf date of the Purchaser by a senior executive officer thereof Closing, certifying to the effect that satisfaction of the conditions precedent to the Closing set forth in Section 5.01 Sections 8.1 and Section 5.02 have been satisfied or waived8.2 hereto.

Closing Certificate. The Purchaser Sellers shall deliver to the Seller have received a certificate, dated the Closing Date, signed on behalf of the Purchaser by a senior executive an authorized officer thereof certifying as to the effect that the conditions precedent to the Closing matters set forth in Section 5.01 Sections 5.02(a) and Section 5.02 have been satisfied or waived(b).

Closing Certificate. The Purchaser Seller shall deliver to the Seller have delivered a certificate, dated the Closing Date, signed on behalf of the Purchaser Date and executed by a senior its chief executive officer thereof or its chief operating officer certifying to the effect that the conditions precedent to the Closing set forth in Section 5.01 Sections 12.1 and Section 5.02 12.2 have been satisfied or waivedfulfilled.

Closing Certificate. The On the Closing Date, the Purchaser shall deliver to the Seller a Sellers an officer’s certificate, dated as of the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying to the effect that the conditions precedent to the Closing set forth in Section 5.01 Sections 5.1 and Section 5.02 5.3 have been satisfied or waivedsatisfied.

Closing Certificate. The Purchaser shall deliver to the Seller Delivery by Buyer of a certificate, dated as of the Closing Date, signed on behalf by an officer of the Purchaser by a senior executive officer thereof Buyer, certifying to the effect that the conditions precedent to the Closing set forth in Section 5.01 Sections 7.1(a) and Section 5.02 7.1(b) have been satisfied or waived.fulfilled;

Closing Certificate. The Purchaser shall deliver have executed and delivered to the Seller Sellers a certificate, certificate dated the Closing Date, signed on behalf by an authorized officer of the Purchaser by a senior executive officer thereof Purchaser, certifying to the effect that satisfaction of the conditions precedent to the Closing set forth in Section 5.01 6.2(a) and Section 5.02 have been satisfied or waived6.2(b).

Closing Certificate. The Purchaser Seller shall deliver to the Seller have received a certificate, certificate dated the Closing Date, Date signed on behalf by the Chief Executive Officer or the Chief Financial Officer of the Purchaser by a senior executive officer thereof certifying to the effect that the conditions precedent to the Closing set forth in paragraphs (a) and (b) of this Section 5.01 and Section 5.02 5.2 have been satisfied or waivedsatisfied.

Closing Certificate. The Purchaser shall deliver to the Seller a certificate, dated have received at the Closing Date, signed a certificate dated as of the Closing Date and validly executed by a director of the Company on behalf of the Purchaser by a senior executive officer thereof Company, certifying to the effect that fulfillment of the conditions precedent to the Closing set forth in Section 5.01 6.2.1 and Section 5.02 have been satisfied or waived6.2.2.

Closing Certificate. The Purchaser shall deliver to the Seller have received a certificate, dated the Closing DateDate and signed by a duly authorized officer of the Seller, signed stating on behalf of the Purchaser by a senior executive officer thereof certifying to the effect Seller that each of the conditions precedent to the Closing set forth in Section 5.01 6.02(a), Section 6.02(b) and Section 5.02 6.02(d) have been satisfied or waivedsatisfied.

Closing Certificate. The Purchaser shall deliver have delivered to the Seller Sole Member a certificate, dated the Closing Date, signed on behalf date of the Purchaser Closing and executed by a senior executive officer thereof certifying duly authorized officer, to the effect that each of the conditions precedent to the Closing set forth specified in Section 5.01 Sections 6.2(a) and Section 5.02 have been (b) above is satisfied or waivedin all respects.

Closing Certificate. The Purchaser shall deliver have delivered to the Seller a certificate, dated as of the Closing Date, signed on behalf Date and executed by a principal executive or financial officer of the Purchaser by a senior executive officer thereof Purchaser, certifying that, to the effect that best knowledge of such certifying officer after due inquiry, the conditions precedent to the Closing set forth specified in Section 5.01 and Section 5.02 8.1 have been satisfied or waivedfulfilled.

Closing Certificate. The Purchaser Seller shall deliver to the Seller have received a certificate, dated on the Closing DateDate and signed by a duly authorized officer of each of the Purchaser and the Guarantors, signed stating on behalf of the Purchaser by a senior executive officer thereof certifying to and the effect Guarantors that each of the conditions precedent to the Closing set forth in Section 5.01 6.03(a) and Section 5.02 6.03(b) have been satisfied or waivedsatisfied.

Closing Certificate. The Purchaser shall deliver to the Seller a certificate, dated have received at the Closing Date, signed on behalf a certificate dated as of the Purchaser Closing Date and validly executed by a senior executive officer thereof director of the Seller, certifying to the effect that fulfillment of the conditions precedent to the Closing set forth in Section 5.01 7.2.1 and Section 5.02 have been satisfied or waived7.2.2.

Closing Certificate. The Purchaser shall deliver have delivered to the Seller a certificate, signed by an executive officer of the Purchaser and dated as of the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying as to the effect that the conditions precedent to the Closing matters set forth in Section 5.01 Sections 9.2.1 and Section 5.02 have been satisfied or waived9.2.2.

Closing Certificate. The Purchaser shall deliver to the Seller Delivery by Buyer of a certificate, dated as of the Closing Date, signed on behalf by an officer of the Purchaser by a senior executive officer thereof Buyer, certifying to the effect that the conditions precedent to the Closing set forth in Section 5.01 Sections 6.1(a) and Section 5.02 6.1(b) have been satisfied or waived.fulfilled;

Closing Certificate. The Purchaser Buyer shall deliver to the Seller have delivered a certificate, signed by the Buyer's President and dated the Closing Date, signed on behalf date of the Purchaser by a senior executive officer thereof Closing, certifying to the effect that satisfaction of the conditions precedent to the Closing set forth in Section 5.01 Sections 8.1 and Section 5.02 have been satisfied or waived.8.2 hereto. 8.4

Closing Certificate. The Purchaser Buyer shall deliver have delivered to the Seller a certificate, dated as of the Closing Date, signed on behalf by the President of the Purchaser by a senior executive officer thereof certifying to Buyer, certifying, in such detail as the effect Seller may reasonably request, that the conditions precedent to the Closing set forth specified in Section 5.01 and Section 5.02 Sections 9.1 through 9.3 have been satisfied or waivedsatisfied.

Closing Certificate. The Purchaser Buyer shall deliver have delivered to the Seller Main Sellers a certificate, dated the Closing Date, and signed on behalf by an authorized officer of Buyer, in substantially the form attached hereto as Exhibit N (the “Buyer Closing Certificate”), with respect to the satisfaction of the Purchaser by a senior executive officer thereof certifying to the effect that conditions specified in the conditions precedent to the Closing set forth specified in Section 5.01 8.2(a) and Section 5.02 have been satisfied or waived8.2(b).

Closing Certificate. The Purchaser There shall deliver have been delivered to the Seller a certificate, certificate dated the Closing Date, signed on behalf of the Purchaser Buyer by a senior executive duly authorized officer thereof certifying to of Buyer, confirming the effect that satisfaction of the conditions precedent to the Closing set forth in Section 5.01 Sections 9.2(a) and Section 5.02 have been satisfied or waived9.2(b).

Closing Certificate. The Purchaser shall deliver have delivered to the Seller a certificatecertificate executed by an authorized executive officer of the Purchaser, dated as of the Principal Closing Date, signed on behalf certifying as to the satisfaction of the Purchaser by a senior executive officer thereof certifying to the effect that the conditions precedent to the Closing set forth in Section 5.01 6.3(a) and Section 5.02 have been satisfied or waived6.3(b).

Closing Certificate. The Purchaser shall deliver have delivered to the Seller a certificate, dated the Closing DateDate and executed by an authorized officer of Purchaser, signed on behalf certifying as to the fulfillment of the Purchaser by a senior executive officer thereof certifying to the effect that the conditions precedent to the Closing set forth specified in Section 5.01 Sections 5.2(a) and Section 5.02 have been satisfied or waived5.1(b).

Closing Certificate. The Sellers shall have received a certificate signed by Purchaser shall deliver to the Seller a certificate, and dated the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying Date to the effect that the conditions precedent to the Closing set forth provided in Section 5.01 and Section 5.02 have been satisfied or waived.Sections 5.01,

Closing Certificate. The Purchaser shall deliver to the Seller have received a certificate, dated the Closing Date, signed on behalf of the Purchaser by a senior executive Sellers and an authorized officer thereof of the Company certifying as to the effect that the conditions precedent to the Closing matters set forth in Section 5.01 5.03(a), Section 5.03(b), Section 5.03(d) and Section 5.02 have been satisfied or waived5.01(c).

Closing Certificate. The Purchaser shall deliver have delivered to the Seller a certificate, dated the Closing DateDate and signed by its respective chairman, signed on behalf of the Purchaser by a chief executive officer, president, executive vice president or senior executive officer thereof certifying vice president to the effect that the conditions precedent to the Closing set forth in Section 5.01 paragraphs 7.1 and Section 5.02 7.2 have been satisfied or waivedsatisfied.

Closing Certificate. The Purchaser Seller shall deliver have delivered to the Seller Company a certificate, dated as of the Closing Date, Date and signed on behalf by an authorized person of the Purchaser by a senior executive officer thereof Seller, certifying to the effect that the conditions precedent to the Closing set forth in Section 5.01 and Section 5.02 5.2(a) have been satisfied or waivedsatisfied.

Closing Certificate. The Purchaser shall deliver to the Seller have delivered a certificate, dated the Closing Date, signed on behalf of the Purchaser Date and executed by a senior its chief executive officer thereof or its chief operating officer, certifying to the effect that the conditions precedent to the Closing set forth in Section 5.01 Sections 11.1 and Section 5.02 11.2 have been satisfied or waivedfulfilled.

Closing Certificate. The Purchaser Seller shall deliver to the Seller have received a certificate, dated on the Closing DateDate and signed by a duly authorized officer of the Purchaser, signed stating on behalf of the Purchaser by a senior executive officer thereof certifying to the effect that each of the conditions precedent to the Closing set forth in Section 5.01 6.03(a) and Section 5.02 6.03(b) have been satisfied or waivedsatisfied.

Closing Certificate. The At the Closing, Purchaser shall deliver to the Seller Stockholder a certificate, dated the Closing Date, signed certificate executed on behalf of the Purchaser by a senior executive officer thereof certifying to the effect stating that the conditions precedent to the Closing set forth in Section 5.01 Sections 6.1 and Section 5.02 6.2 of this Agreement have been satisfied or waivedsatisfied.

Closing Certificate. The Purchaser shall deliver to the Seller have received a certificate, dated the Closing DateDate and signed by a duly authorized officer of each of the Seller and the Guarantors, signed stating on behalf of the Purchaser by a senior executive officer thereof certifying to Seller and the effect Guarantors that each of the conditions precedent to the Closing set forth in Section 5.01 6.02(a), Section 6.02(b) and Section 5.02 6.02(d) have been satisfied or waivedsatisfied.

Closing Certificate. The Purchaser shall deliver to the Seller have received a certificate, dated the Closing Date, signed on behalf date of the Purchaser Closing Date and signed by a senior executive duly authorized officer thereof certifying of Seller, that each of the closing conditions to the effect that the conditions precedent be performed by it pursuant to the Closing set forth in Section 5.01 and Section 5.02 have this Agreement has been satisfied or waivedsatisfied.

Closing Certificate. The Purchaser There shall deliver have been delivered to the Seller Sellers a certificate, certificate dated the Closing Date, signed on behalf of the Purchaser Buyer by a senior executive duly authorized officer thereof certifying to of Buyer, confirming the effect that satisfaction of the conditions precedent to the Closing set forth in Section 5.01 Sections 8.02(a) and Section 5.02 have been satisfied or waived8.02(b).

Closing Certificate. The Purchaser shall deliver to the Seller a certificate, dated have received at the Closing Date, signed on behalf a certificate dated as of the Purchaser Closing Date and validly executed by a senior executive director or officer thereof of the Company, certifying to the effect that fulfillment of the conditions precedent to the Closing set forth in Section 5.01 7.2.1 and Section 5.02 have been satisfied or waived7.2.2.

Closing Certificate. The Purchaser shall deliver have delivered to the Seller a certificatecertificate executed by an authorized officer of Purchaser, dated as of the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying to the effect that the conditions precedent to the Closing set forth in Section 5.01 Sections 5.3(a) and Section 5.02 (b) have been satisfied or waivedsatisfied.

Closing Certificate. The Purchaser Purchasers shall deliver have delivered to the Seller Sellers a certificate, dated the Closing Date, signed on behalf date of the Purchaser Closing and executed by a senior executive officer thereof certifying duly authorized officer, to the effect that each of the conditions precedent to the Closing set forth specified in Section 5.01 Sections 6.2(a) and Section 5.02 have (b) above has been satisfied or waivedsatisfied.

Closing Certificate. The Purchaser There shall deliver have been delivered to the Seller Buyer a certificate, certificate dated the Closing Date, signed on behalf of the Purchaser Seller by a senior executive duly authorized officer thereof certifying to of Seller, confirming the effect that satisfaction of the conditions precedent to the Closing set forth in Section 5.01 Sections 9.2 and Section 5.02 have been satisfied or waived9.3.

Closing Certificate. The Purchaser There shall deliver have been delivered to the Seller Buyer a certificate, certificate dated the Closing Date, signed on behalf of the Purchaser Seller Parent by a senior executive duly authorized officer thereof certifying to of Seller Parent, confirming the effect that satisfaction of the conditions precedent to the Closing set forth in Section 5.01 9.3 and Section 5.02 have been satisfied or waived9.5.

Closing Certificate. The Purchaser shall deliver to the Seller have received a certificate, certificate dated the Closing Date, Date signed on behalf by the Chief Executive Officer or the Chief Financial Officer of the Purchaser by a senior executive officer thereof certifying Seller to the effect that the conditions precedent to the Closing set forth in paragraphs (a) and (b) of this Section 5.01 and Section 5.02 5.1 have been satisfied or waivedsatisfied.

Closing Certificate. The Purchaser There shall deliver have been delivered to the Seller Buyer a certificate, certificate dated the Closing Date, signed on behalf of the Purchaser Seller Parent by a senior executive duly authorized officer thereof certifying to of Seller Parent, confirming the effect that satisfaction of the conditions precedent to the Closing set forth in Section 5.01 9.3, Section 9.4 and Section 5.02 have been satisfied or waived9.5.”

Closing Certificate. The Purchaser shall deliver to the Seller a certificate, dated as of the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying to the effect that the all conditions precedent to the Closing set forth in Section Sections 5.01 and Section 5.02 have been satisfied or waived.

Closing Certificate. The Purchaser Buyer shall deliver have delivered to the Seller a certificate, dated the Closing Date, signed on behalf of the Purchaser Date and executed by a senior principal executive officer thereof or financial officer, certifying to the effect that the conditions precedent to the Closing set forth specified in Section 5.01 Sections 7.1 and Section 5.02 7.2 have been satisfied or waivedfulfilled.

Closing Certificate. The Purchaser shall deliver have delivered to the Seller a certificate, dated the Closing Date, signed on behalf certificate executed by an authorized officer of the Purchaser by a senior executive officer thereof certifying as to the effect that satisfaction of the conditions precedent to the Closing set forth in Section 5.01 6.3(b) and Section 5.02 have been satisfied or waived.6.3(c). ARTICLE VII TERMINATION; EFFECT OF TERMINATION