Common use of Company Certificate Clause in Contracts

Company Certificate. The Company shall have delivered to Parent a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or Chief Financial Officer, certifying to the effect that the conditions set forth in Sections 7.03(a), 7.03(b) and 7.03(c) have been satisfied.

Appears in 8 contracts

Samples: Merger Agreement (Bottomline Technologies Inc), Merger Agreement (Intrawest Resorts Holdings, Inc.), Merger Agreement (Home Loan Servicing Solutions, Ltd.)

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Company Certificate. The Company shall have delivered to Parent a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or Chief Financial Officer, certifying to the effect that the conditions set forth in Sections 7.03(a), 7.03(b) and 7.03(c7.03(b) have been satisfied.

Appears in 4 contracts

Samples: Merger Agreement (KAMAN Corp), Merger Agreement (Qlik Technologies Inc), Merger Agreement (ExamWorks Group, Inc.)

Company Certificate. The Company shall have delivered to Parent a certificate, dated as of the Closing Date and signed by its Chief Executive Officer, Chief Financial Officer or Chief Financial OfficerGeneral Counsel, certifying to the effect that the conditions set forth in Sections 7.03(a), 7.03(bSection 7.02(a) and 7.03(cSection 7.02(b) have been satisfied.

Appears in 3 contracts

Samples: Merger Agreement (CMC Materials, Inc.), Merger Agreement (Entegris Inc), Merger Agreement (CMC Materials, Inc.)

Company Certificate. The Company shall have delivered to Parent a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or Chief Financial Officer, certifying to the effect that the conditions set forth in Sections 7.03(aSection 7.02(a), 7.03(bSection 7.02(b) and 7.03(cSection 7.02(c) have been satisfied.

Appears in 2 contracts

Samples: Merger Agreement (Entegris Inc), Merger Agreement (Atmi Inc)

Company Certificate. The Company shall have delivered to Parent a certificate, dated as of the Closing Date and signed by its Chief Executive Officer, Chief Financial Officer or Chief Financial OfficerGeneral Counsel, certifying to the effect that the conditions set forth in Sections 7.03(aSection 7.02(a), 7.03(bSection 7.02(b), Section 7.02(c), Section 7.02(d) and 7.03(cSection 7.02(e) have been satisfied.

Appears in 2 contracts

Samples: Merger Agreement (Community Health Systems Inc), Merger Agreement (Health Management Associates, Inc)

Company Certificate. The Company shall have delivered to Parent a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or Chief Financial Officer, certifying to the effect that the conditions set forth in Sections 7.03(aSection 7.2(a), 7.03(bSection 7.2(b) and 7.03(cSection 7.2(c) have been satisfied.

Appears in 2 contracts

Samples: Merger Agreement (Vail Resorts Inc), Merger Agreement (Peak Resorts Inc)

Company Certificate. The Company shall have delivered to Parent a certificate, dated as of the Closing Date and signed on its behalf by its Chief Executive Officer, Chief Financial Officer or Chief Financial OfficerGeneral Counsel, certifying to the effect that the conditions set forth in Sections 7.03(aSection 6.2(a), 7.03(bSection 6.2(b) and 7.03(cSection 6.2(c) have been satisfied.

Appears in 2 contracts

Samples: Merger Agreement (GrubHub Inc.), Merger Agreement

Company Certificate. The Company shall have delivered to Parent a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or Chief Financial Officer, certifying to the effect that the conditions set forth in Sections 7.03(aSection 6.3(a), 7.03(bSection 6.3(b) and 7.03(cSection 6.3(c) have been satisfied.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Hill International, Inc.), Agreement and Plan of Merger (Hill International, Inc.)

Company Certificate. The Stockholder and Company shall have delivered to Parent a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or Chief Financial Officer, jointly and severally certifying to the effect that the conditions set forth in Sections 7.03(aSection 8.02(a), 7.03(bSection 8.02(c), Section 8.02(j)(2), Section 8.02(k) and 7.03(cSection 8.02(l) have been satisfied.

Appears in 2 contracts

Samples: Merger Agreement, Merger Agreement (Fleetcor Technologies Inc)

Company Certificate. The Company shall have delivered to Parent a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or Chief Financial Officer, certifying to the effect that the conditions set forth in Sections 7.03(a), 7.03(b) and 7.03(c7.03(d) have been satisfied.

Appears in 2 contracts

Samples: Merger Agreement (Marubeni Corp /Fi), Merger Agreement (Aircastle LTD)

Company Certificate. The Company shall have has delivered to Parent a certificate, dated as of the Closing Date and signed by its Chief Executive Officer principal executive officer or Chief Financial Officerprincipal financial officer, certifying to the effect that the conditions set forth in Sections Section 7.03(a), Section 7.03(b) ), and Section 7.03(c) have been satisfied.

Appears in 2 contracts

Samples: Merger Agreement (Myovant Sciences Ltd.), Agreement and Plan of Merger (Myovant Sciences Ltd.)

Company Certificate. The Company shall have delivered to Parent a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or Chief Financial Officeran officer, certifying to the effect that the conditions set forth in Sections 7.03(a), 7.03(b) and 7.03(c) have been satisfied.

Appears in 2 contracts

Samples: Merger Agreement (Arch Capital Group Ltd.), Merger Agreement (Watford Holdings Ltd.)

Company Certificate. The Company shall have delivered to Parent a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or Chief Financial Officer, certifying to the effect that the conditions set forth in Sections 7.03(a), 7.03(bSection 7.02(a) and 7.03(cSection 7.02(b) have been satisfied.

Appears in 2 contracts

Samples: Merger Agreement (Kapstone Paper & Packaging Corp), Merger Agreement (WestRock Co)

Company Certificate. The Company shall have has delivered to Parent a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or Chief Financial Officer, certifying to the effect that the conditions set forth in Sections Section 7.03(a), Section 7.03(b) ), and Section 7.03(c) have been satisfied.

Appears in 2 contracts

Samples: Merger Agreement (Urovant Sciences Ltd.), Merger Agreement (Sumitomo Chemical Co., Ltd.)

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Company Certificate. The Company shall have delivered to Parent a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or Chief Financial Officer, certifying to the effect that the conditions set forth in Sections 7.03(aSection 6.02(a), 7.03(bSection 6.02(b), Section 6.02(c) and 7.03(cSection 6.02(d) have been satisfied.

Appears in 1 contract

Samples: Merger Agreement (Innerworkings Inc)

Company Certificate. The Company shall have has delivered to Parent a certificate, dated as of the Closing Date and signed by its Chief Principal Executive Officer or Chief Principal Financial Officer, certifying to the effect that the conditions set forth in Sections 7.03(aSection ‎7.03(a), 7.03(b) Section ‎7.03(b), and 7.03(cSection ‎7.03(c) have been satisfied.

Appears in 1 contract

Samples: Merger Agreement (Arco Platform Ltd.)

Company Certificate. The Company shall have delivered to Parent a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or Chief Financial Officer, certifying to the effect that the conditions set forth in Sections Section 7.03(a), Section 7.03(b) and Section 7.03(c) have been satisfied.

Appears in 1 contract

Samples: Merger Agreement (Helix Technologies, Inc.)

Company Certificate. The Company Parent shall have delivered to Parent received at the Closing a certificate, certificate dated as of the Closing Date and signed validly executed on behalf of the Company by its Chief Executive Officer or Chief Financial Officer, an appropriate officer of the Company certifying to the effect that the conditions set forth specified in Sections 7.03(a), 7.03(b) and 7.03(c) have been satisfied.

Appears in 1 contract

Samples: Merger Agreement (NorthStar Realty Europe Corp.)

Company Certificate. The Company shall have delivered to Parent a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or Chief Financial Officer, certifying to the effect that the conditions set forth in Sections 7.03(a), 7.03(bSection 7.5(a) and 7.03(cSection 7.5(b) have been satisfied.

Appears in 1 contract

Samples: Merger Agreement (CAI International, Inc.)

Company Certificate. The Company Parent shall have delivered to Parent received a certificate, certificate dated as of the Closing Date and Date, signed by its Chief Executive Officer or Chief Financial Officerthe chief executive officer of the Company, certifying to the effect that the conditions set forth in Sections 7.03(a7.2(a), 7.03(b7.2(b) and 7.03(c7.2(c), and 7.2(g) have been duly satisfied.

Appears in 1 contract

Samples: Merger Agreement (Ellie Mae Inc)

Company Certificate. The Company shall have delivered to Parent a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or Chief Financial Officer, certifying to the effect that the conditions set forth in Sections 7.03(a), Section 7.03(b) and Section 7.03(c) have been satisfied.

Appears in 1 contract

Samples: Merger Agreement (Exactech Inc)

Company Certificate. The Company shall have delivered to Parent a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or Chief Financial Officer, certifying to the effect that the conditions set forth in Sections 7.03(a3.03(a), 7.03(b3.03(b) and 7.03(c3.03(c) have been satisfied.

Appears in 1 contract

Samples: Merger Agreement (Headwaters Inc)

Company Certificate. The Company shall have delivered to Parent a certificate, dated as the Closing Date, signed by a senior executive officer of the Closing Date and signed by its Chief Executive Officer or Chief Financial OfficerCompany, certifying as to the effect that satisfaction of the conditions set forth specified in Sections 7.03(a), 7.03(bSection 7.02(a) and 7.03(c) have been satisfiedSection 7.02(b).

Appears in 1 contract

Samples: Amalgamation Agreement (Sinovac Biotech LTD)

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