Compliance with Agreements and Covenants; Certificate Sample Clauses

Compliance with Agreements and Covenants; Certificate. Purchaser shall have performed and complied with in all material respects all covenants, obligations and agreements contained in this Agreement and required to be performed and complied with on or prior to the Closing Date; and Purchaser shall have delivered to Seller and Parent a certificate, dated as of the Closing Date, of the President or a Vice President or the Chief Financial Officer of Purchaser certifying as to compliance with Section 7.1 and this Section 7.2.
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Compliance with Agreements and Covenants; Certificate. Purchaser ----------------------------------------------------- shall have performed all obligations and agreements and complied with all covenants contained in this Agreement to be performed and complied with on or prior to the Closing Date; and Purchaser shall have delivered to Seller and Shareholder a certificate, dated as of the Closing Date, of an executive officer of Purchaser, certifying compliance with Section 8.1 and this Section 8.2. ----------- -----------
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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. 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
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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. 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.
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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

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 and Conditions Buyer shall have performed and complied with all material agreements and conditions required by this Agreement to be performed or complied with by Buyer prior to or on the Closing Date.

  • 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 OTHER INSTRUMENTS, NONE BURDENSOME, ETC The Company is not in violation of any term of its Certificate of Incorporation or Bylaws, as amended, or any mortgage, indenture, contract, agreement, instrument, judgment, decree or order by which the Company is bound or to which its properties are subject or, to its knowledge any statute, rule or regulation applicable to the Company which would materially and adversely affect the business, assets, liabilities, financial condition, operations or prospects of the Company. The execution, delivery and performance of and compliance with this Agreement and the transactions contemplated hereby will not result in any such violation and will not be in conflict with or constitute a default under any of the foregoing and will not result in the creation of any mortgage, pledge, lien, encumbrance or charge upon any of the properties or assets of the Company pursuant to any of the foregoing.

  • 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.

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