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: Agreement and Plan of Merger (Bottomline Technologies Inc), Agreement and Plan of Merger (Intrawest Resorts Holdings, Inc.), Agreement and Plan of Merger (Home Loan Servicing Solutions, 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(b) and 7.03(c7.03(b) have been satisfied.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (KAMAN Corp), Agreement and Plan of Merger (Qlik Technologies Inc), Agreement and Plan of Merger (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: Agreement and Plan of Merger (CMC Materials, Inc.), Agreement and Plan of Merger (Entegris Inc), Agreement and Plan of Merger (CMC Materials, Inc.)
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: Agreement and Plan of Merger (Urovant Sciences Ltd.), Agreement and Plan of Merger (Sumitomo Chemical Co., 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(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 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: Agreement and Plan of Merger (Aircastle LTD), Agreement and Plan of Merger (Marubeni Corp /Fi)
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: Tax Matters Agreement, Solicitation and Non Disclosure 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, 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: Agreement and Plan of Merger (Health Management Associates, Inc), Agreement and Plan of Merger (Community Health Systems 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: Agreement and Plan of Merger (GrubHub Inc.), Agreement and Plan of Merger
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: Agreement and Plan of Merger (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 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: Agreement and Plan of Merger (Atmi Inc), Agreement and Plan of Merger (Entegris 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: Agreement and Plan of Merger (Peak Resorts Inc), Agreement and Plan of Merger (Vail Resorts 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(bSection 7.02(a) and 7.03(cSection 7.02(b) have been satisfied.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Kapstone Paper & Packaging Corp), Agreement and Plan of Merger (WestRock Co)
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: Agreement and Plan of Merger (Arch Capital Group Ltd.), Agreement and Plan of Merger (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(a3.03(a), 7.03(b3.03(b) and 7.03(c3.03(c) have been satisfied.
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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
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
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: Agreement and Plan of Merger (Helix 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(bSection 7.5(a) and 7.03(cSection 7.5(b) have been satisfied.
Appears in 1 contract
Samples: Agreement and Plan of Merger (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.
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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
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: Agreement and Plan of Merger (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), Section 7.03(b) and Section 7.03(c) have been satisfied.
Appears in 1 contract
