Common use of Closing Certificates Clause in Contracts

Closing Certificates. (1) 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, Section 5.02(B) and Section 5.02(C) have been satisfied. (2) The Company shall deliver to the Seller a certificate, dated the Closing Date, signed on behalf of the Company by a senior executive officer thereof certifying to the effect that the conditions precedent to the Closing set forth in Section 5.02(A) have been satisfied.

Appears in 28 contracts

Samples: Securities Purchase Agreement, Securities Purchase Agreement, Securities Purchase Agreement

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Closing Certificates. Seller shall have delivered to Buyer (1A) The Purchaser shall deliver to the Seller a certificate, dated the Closing DateDate and validly executed by the Secretary of Seller, signed on behalf certifying as to (i) the terms and effectiveness of the Purchaser by a senior executive officer thereof certifying to Seller Charter Documents, and (ii) the effect that valid adoption of the conditions precedent to the Closing set forth in Section 5.01Required Corporate Consents, Section 5.02(Band (B) and Section 5.02(C) have been satisfied. (2) The Company shall deliver to the Seller a certificate, dated the Closing DateDate and validly executed by the Chief Executive Officer of Seller, signed on behalf of the Company by a senior executive officer thereof certifying that all conditions to the effect that the conditions precedent to the Closing set forth in this Section 5.02(A) 6 have been satisfied.satisfied 6.4

Appears in 1 contract

Samples: Asset Purchase Agreement (Radware LTD)

Closing Certificates. (1) 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, Sections 5.01 and 5.02 (other than the condition set forth in Section 5.02(B) with respect to the representations and Section 5.02(Cwarranties of the Company) have been satisfied. (2) . The Company shall deliver to the Seller a certificate, dated as of the Closing Date, signed on behalf of the Company by a senior executive officer thereof certifying to the effect that the conditions precedent to the Closing condition set forth in Section 5.02(A5.02(B) have with respect to the representations and warranties of the Company has been satisfied.

Appears in 1 contract

Samples: Securities Purchase Agreement

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Closing Certificates. (1) The Purchaser Purchasers shall deliver to have received certificates of each of the Seller a certificateExecutive Shareholders, dated the Closing Date, signed on behalf of the Purchaser by a senior executive officer thereof certifying in form and substance reasonably satisfactory to the effect Purchasers and their counsel (i) certifying that the conditions precedent to the Closing set forth in Section 5.01, Section 5.02(B5.01(a) and Section 5.02(C5.01(b) have been satisfied. satisfied and (2ii) The certifying that resolutions approving this Agreement and each Company shall deliver to Ancillary Document and the Seller a certificate, dated transactions contemplated hereby and thereby have been duly adopted by the Closing Date, signed on behalf Board of Directors of the Company by a senior executive officer thereof certifying to the effect that the conditions precedent to the Closing set forth in Section 5.02(A) have been satisfiedCompany.

Appears in 1 contract

Samples: Securities Purchase Agreement (Meridian Financial Corp)

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