Compliance with Agreements and Covenants; Certificate Sample Clauses

Compliance with Agreements and Covenants; Certificate. The Sellers shall have performed in all material respects all of their respective obligations and agreements and complied in all material respects with all of the covenants contained in this Agreement to be performed and complied with on or prior to the Effective Date; and Shenin, on behalf of the Sellers, shall have delivered to Buyer a certificate dated as of the Effective Date, signed by a director or officer of Shenin certifying as to compliance with Section 6.1 and this Section 6.2.
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Compliance with Agreements and Covenants; Certificate. Seller, Principal and Shareholder shall have performed all of their respective obligations and agreements and complied with all of their respective covenants contained in this Agreement required to be performed and complied with on or prior to the Closing Date; and shall have delivered to Purchaser a certificate, dated as of the Closing Date, signed by Principal and an executive officer of Seller, certifying compliance with Section 7.1 and this Section 7.2. ----------- -----------
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Compliance with Agreements and Covenants; Certificate. The Company shall, in all material respects, have performed all of their respective obligations and agreements and complied with all of their covenants contained in this Agreement to be performed and complied with by it on or prior to the First Closing Date and the Company shall have delivered to AWK (i) a certificate, dated as of the First Closing Date, executed by a duly authorized officer of each the Company, certifying as to compliance with SECTION 7.1; (ii) an opinion of the Company's counsel in a form acceptable to AWK; and (iii) a bring down letter from the Company's accountant in a form acceptable to AWK.
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Compliance with Agreements and Covenants; Certificate. The Company shall, in all material respects, have performed all of their respective obligations and agreements and complied with all of their covenants contained in this Agreement to be performed and complied with by it on or prior to the Second Closing Date (including without limitation the covenants and agreements contained in SECTIONS 5.1, 5.2, 5.3, 5.4, 5.5 and 5.7); and the Company shall have delivered to AWK (i) a certificate, dated as of the Second Closing Date, executed by a duly authorized officer of the Company, certifying as to compliance with SECTION 7.1(C); (ii) an opinion of the Company's counsel in a form acceptable to AWK; and (iii) a bring down letter from the Company's accountant in a form acceptable to AWK.
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Compliance with Agreements and Covenants; Certificate. Purchaser shall, in all respects, have performed all obligations and agreements and complied with all covenants contained in this Agreement, to be performed and complied with by it on or prior to the Closing Date; except for such nonperformance or noncompliance as would not, in the aggregate, have a Purchaser Material Adverse Effect; and Purchaser shall have delivered to Seller a written statement, dated as of the Closing Date, from an authorized officer of Purchaser as to compliance with Section 9.1 and this Section 9.2.
Sample 1
Compliance with Agreements and Covenants; Certificate. The Sellers shall have performed in all material respects all of their respective obligations and agreements and complied in all material respects with all of the covenants contained in this Agreement to be performed and complied with on or prior to the Effective Date; and Shenin, on behalf of the Sellers, shall have delivered to Buyer a certificate dated as of the Effective Date, signed by a director or officer of Shenin certifying as to compliance with Section 6.1 and this Section 6.2. Page - 17 6.3 Consents, Authorizations and Registrations. Any required consents, approvals, orders or authorizations, or assurances satisfactory to the Buyer regarding the transactions contemplated by this Agreement shall have been obtained as of the Effective Date. 6.4
Sample 1
Compliance with Agreements and Covenants; Certificate. Seller and Parent shall have performed and complied with all of their respective covenants, obligations and agreements contained in this Agreement and required to be performed or complied with on or prior to the Closing Date; and each of Seller and Parent shall have delivered to Purchaser a certificate, dated as of the Closing Date, of the President or a Vice President of Seller or Parent, as the case may be, certifying as to compliance with Section 6.1 and this Section 6.2.
Sample 1
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Related to Compliance with Agreements and Covenants; Certificate

  • Compliance with Agreements and Covenants Purchaser shall have performed and complied in all material respects with all of its covenants, obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing Date.

  • Compliance with Agreement Buyer shall have performed and complied in all material respects with all of its obligations under this Agreement which are to be performed or complied with by it prior to or on the Closing Date.

  • Compliance with Agreements Promptly and fully comply with all Contractual Obligations to which any one or more of them is a party, except for any such Contractual Obligations (a) the nonperformance of which would not cause a Default or Event of Default, (b) then being contested by any of them in good faith by appropriate proceedings, or (c) if the failure to comply therewith could not reasonably be expected to have a Material Adverse Effect.

  • Compliance with Agreements and Law Each Restricted Person will perform all material obligations it is required to perform under the terms of each indenture, mortgage, deed of trust, security agreement, lease, franchise, agreement, contract or other instrument or obligation to which it is a party or by which it or any of its properties is bound. Each Restricted Person will conduct its business and affairs in compliance with all Laws applicable thereto.

  • Compliance with Agreements, Laws, Etc It shall (i) duly observe and comply in all material respects with all Applicable Laws relative to the conduct of its business or to its assets, (ii) preserve and keep in full force and effect its legal existence, (iii) preserve and keep in full force and effect its rights, privileges, qualifications and franchises, except where the failure to do so could not reasonably be expected to result in a Material Adverse Effect, (iv) comply with the terms and conditions of each Facility Document to which it is a party and its Constituent Documents and (v) obtain, maintain and keep in full force and effect all Governmental Authorizations, Private Authorizations and Governmental Filings which are necessary to properly carry out its business and the transactions contemplated to be performed by it under the Facility Documents to which it is a party and its Constituent Documents, except, in the case of this clause (v), where the failure to do so would not reasonably be expected to have a Material Adverse Effect.

  • Compliance with ADA The Company and its subsidiaries and each Real Property are currently in compliance with all presently applicable provisions of the Americans with Disabilities Act, as amended, except for any such non-compliance that would not, individually or in aggregate, reasonably be expected to have a Material Adverse Effect.

  • Compliance with Material Agreements Borrower shall, and shall cause each of its Subsidiaries to, comply in all material respects with all Senior Documents, material agreements, indentures, mortgages or documents binding on it or affecting its properties or business.

  • Compliance with Financial Covenants Schedule A attached hereto sets forth financial data and computations evidencing the Borrower’s compliance with certain covenants of the Agreement, all of which data and computations are true, complete and correct.

  • Compliance with FCPA Each of the Credit Parties and their Subsidiaries is in compliance with the Foreign Corrupt Practices Act, 15 U.S.C. §§ 78dd-1, et seq., and any foreign counterpart thereto. None of the Credit Parties or their Subsidiaries has made a payment, offering, or promise to pay, or authorized the payment of, money or anything of value (a) in order to assist in obtaining or retaining business for or with, or directing business to, any foreign official, foreign political party, party official or candidate for foreign political office, (b) to a foreign official, foreign political party or party official or any candidate for foreign political office, and (c) with the intent to induce the recipient to misuse his or her official position to direct business wrongfully to such Credit Party or its Subsidiary or to any other Person, in violation of the Foreign Corrupt Practices Act, 15 U.S.C. §§ 78dd-1, et seq.

  • Compliance with Agreements and Applicable Laws The Seller shall comply with all federal, state and local laws and regulations applicable to it and the Purchaser Assets, including those relating to truth in lending, fair credit billing, fair credit reporting, equal credit opportunity, fair debt collection practices, privacy, licensing and taxation, except to the extent that the failure to so comply, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect.

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