Common use of Company Closing Certificate Clause in Contracts

Company Closing Certificate. Parent and Merger Sub shall have received at the Closing a certificate signed on behalf of the Company by the Chief Executive Officer or Chief Financial Officer of the Company certifying that the conditions set forth in Section 7.2(a) and Section 7.2(b) are satisfied.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (CD&R Associates VIII, Ltd.), Agreement and Plan of Merger (Cornerstone Building Brands, Inc.), Agreement and Plan of Merger (Craft Brew Alliance, Inc.)

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Company Closing Certificate. Parent and Merger Sub shall have received at the Closing a certificate signed on behalf of the Company by the Chief Executive Officer or Chief Financial Officer of the Company certifying that the conditions set forth in Section 7.2(a), Section 7.2(b) and Section 7.2(b7.2(c) are satisfied.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Irobot Corp), Agreement and Plan of Merger (Pcm, Inc.), Agreement and Plan of Merger (Insight Enterprises Inc)

Company Closing Certificate. Parent and Merger Sub shall have received at the Closing a certificate signed on behalf of the Company by the Chief Executive Officer or Chief Financial Officer an executive officer of the Company certifying that the conditions set forth in Section 7.2(aSections 6.2(a), 6.2(b) and Section 7.2(b6.2(c) are satisfied.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Unified Grocers, Inc.), Agreement and Plan of Merger (Supervalu Inc)

Company Closing Certificate. Parent and Merger Sub shall have received at the Closing a certificate signed on behalf of the Company by the Chief Executive Officer or Chief Financial Officer an executive officer of the Company certifying that the conditions set forth in Section 7.2(a8.2(a) and Section 7.2(b8.2(b) are satisfiedhave been satisfied (the “Company Closing Certificate”).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Lifesci Acquisition II Corp.), Agreement and Plan of Merger (NewHold Investment Corp.)

Company Closing Certificate. Parent and Merger Sub shall have received at the Closing a certificate signed on behalf of the Company by the Chief Executive Officer or Chief Financial Officer of the Company certifying that the conditions set forth in Section 7.2(a8.2(a), Section 8.2(b) and Section 7.2(b8.2(c) are have been satisfied.

Appears in 2 contracts

Samples: Paying Agent Agreement (Majesco), Agreement and Plan of Merger (Majesco)

Company Closing Certificate. Parent Parent, Holdco and the Merger Sub Subs shall have received at the Closing a certificate signed on behalf of the Company by the Chief Executive Officer or Chief Financial Officer an executive officer of the Company certifying that the conditions set forth in Section 7.2(a), Section 7.2(b) and Section 7.2(b7.2(c) are have been satisfied.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (DraftKings Inc.), Agreement and Plan of Merger (Golden Nugget Online Gaming, Inc.)

Company Closing Certificate. Parent and Merger Sub shall have received at the Closing a certificate signed on behalf of the Company by the Chief Executive Officer or Chief Financial Officer an executive officer of the Company certifying that the conditions set forth in Section 7.2(a8.2(a), Section 8.2(b) and Section 7.2(b8.2(c) are satisfiedhave been satisfied (the “Company Closing Certificate”).

Appears in 2 contracts

Samples: Registration Rights Agreement (Monterey Capital Acquisition Corp), Registration Rights Agreement (Locust Walk Acquisition Corp.)

Company Closing Certificate. Parent and Merger Sub shall have received at the Closing a certificate signed on behalf of the Company by the Chief Executive Officer or Chief Financial Officer an executive officer of the Company certifying that the conditions set forth in Section 7.2(a8.2(a) and Section 7.2(b8.2(b) are have been satisfied.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Enbridge Inc), Agreement and Plan of Merger (Enbridge Energy Management L L C)

Company Closing Certificate. Parent and Merger Sub shall have received at the Closing a certificate signed on behalf of the Company by the Chief Executive Officer or Chief Financial Officer an executive officer of the Company certifying that the conditions set forth in Section 7.2(a), Section 7.2(b) and Section 7.2(b7.2(c) are have been satisfied.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Leonardo DRS, Inc.), Agreement and Plan of Merger (Rada Electronic Industries LTD)

Company Closing Certificate. Parent and Merger Sub shall have received at the Closing a certificate signed on behalf of the Company by the Chief Executive Officer or Chief Financial Officer of the Company certifying that the conditions set forth in Section 7.2(a) and Section 7.2(b) are satisfied.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Monsanto Co /New/), Agreement and Plan of Merger

Company Closing Certificate. Parent and Merger Sub shall have received at the Closing a certificate signed on behalf of the Company by the Chief Executive Officer or Chief Financial Officer an executive officer of the Company certifying that the conditions set forth in Section 7.2(a8.2(a) and Section 7.2(b8.2(b) are have been satisfied.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Syntel Inc)

Company Closing Certificate. Parent and Merger Sub shall have received at the Closing a certificate signed on behalf of the Company by the Chief Executive Officer or Chief Financial Officer of the Company certifying that the conditions set forth in Section 7.2(a8.2(a) and Section 7.2(b8.2(b) are have been satisfied.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Verifone Systems, Inc.)

Company Closing Certificate. Parent and Merger Sub shall have received at the Closing a certificate signed on behalf of the Company by the Chief Executive Officer or Chief Financial Officer of the Company certifying that the conditions set forth in Section 7.2(a‎Section 7.02(a) and Section 7.2(b‎Section 7.02(b) are satisfied.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Convey Health Solutions Holdings, Inc.)

Company Closing Certificate. Parent and Merger Sub shall have received at the Closing a certificate signed on behalf of the Company by the Chief Executive 62 Officer or Chief Financial Officer of the Company certifying that the conditions set forth in Section 7.2(a7.02(a) and Section 7.2(b7.02(b) are satisfied.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Convey Health Solutions Holdings, Inc.)

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Company Closing Certificate. Parent and Merger Xxxxxx Sub shall have received at the Closing a certificate signed validly executed for and on behalf of the Company by the Chief Executive Officer or Chief Financial Officer of the Company certifying that the conditions set forth in Section 7.2(a), Section 7.2(b) and Section 7.2(b7.2(c) are satisfied.

Appears in 1 contract

Samples: Agreement and Plan of Merger (AgroFresh Solutions, Inc.)

Company Closing Certificate. The Company shall have delivered to Parent and Merger Sub shall have received at the Closing a certificate certificate, signed on behalf by an executive officer of the Company by the Chief Executive Officer or Chief Financial Officer and dated as of the Company Closing Date, certifying that as to the conditions matters set forth in Section 7.2(a8.3(a), Section 8.3(b) and Section 7.2(b8.3(e) are satisfied(the “Company Closing Certificate”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Harmony Merger Corp.)

Company Closing Certificate. Parent and Merger Sub Subs shall have received at the Closing a certificate signed on behalf of the Company by the Chief Executive Officer or Chief Financial Officer of the Company certifying that the conditions set forth in Section 7.2(a), Section 7.2(b), Section 7.2(c) and Section 7.2(b7.2(d) are satisfied.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Focus Financial Partners Inc.)

Company Closing Certificate. Parent and Merger Sub shall have received at the Closing a certificate signed on behalf of the Company by the Chief Executive Officer or Chief Financial Officer an executive officer of the Company certifying that the conditions set forth in Section 7.2(a7.03(a), Section 7.03(b) and Section 7.2(b7.03(c) are satisfied.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Rent a Center Inc De)

Company Closing Certificate. Parent and Merger Xxxxxx Sub shall have received at the Closing a certificate signed on behalf of the Company by the Chief Executive Officer or Chief Financial Officer of the Company certifying that the conditions set forth in Section 7.2(a7.02(a), Section 7.02(b) and Section 7.2(b7.02(c) are satisfied.

Appears in 1 contract

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

Company Closing Certificate. Parent and Merger Sub shall have received at the Closing a certificate signed on behalf of the Company by the Chief Executive Officer or Chief Financial Officer an executive officer of the Company certifying that the conditions set forth in Section 7.2(aSections 8.2(a) and Section 7.2(b8.2(b) are have been satisfied.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Independence Holding Co)

Company Closing Certificate. Parent and Merger Xxxxxx Sub shall have received at the Closing a certificate signed on behalf of the Company by the Chief Executive Officer or Chief Financial Officer of the Company certifying that the conditions set forth in Section 7.2(a) and Section 7.2(b) are satisfied.

Appears in 1 contract

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

Company Closing Certificate. Parent and Merger Xxxxxx Sub shall have received at the Closing a certificate signed on behalf of the Company by the Chief Executive Officer or Chief Financial Officer of the Company certifying that the conditions set forth in Section 7.2(a) and Section 7.2(b) are satisfied.

Appears in 1 contract

Samples: Agreement and Plan of Merger

Company Closing Certificate. Parent and Merger Sub The Company shall have received at the Closing a certificate signed on behalf of the Company Parent and Merger Sub by the Chief Executive Officer a duly authorized officer of Parent (solely in his or Chief Financial Officer of the Company her capacity as such and not in his or her personal capacity, and without personal liability), certifying that the conditions set forth in Section 7.2(aSections 4.3(a) and Section 7.2(b4.3(b) are have been satisfied.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Biohaven Pharmaceutical Holding Co Ltd.)

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