Guarantor Officer’s Certificate. Each Guarantor shall have delivered to you a certificate of an authorized officer, dated the date of such Supplemental Closing certifying that the conditions set forth in Sections 4.1(b), 4.2(b) and 4.11 have been fulfilled.
Guarantor Officer’s Certificate. At Closing Time, the Representative(s) shall have received a certificate of either the Chairman, the President and Chief Executive Officer or the General Counsel and Secretary of the Guarantor and of either the chief financial officer, chief accounting officer or chief investment officer of the Guarantor, dated as of Closing Time, to the effect that, to the best of their knowledge and after reasonable investigation, (i) there has not been, since the date of the applicable Terms Agreement or since the respective dates as of which information is given in the Disclosure Package or the Prospectus, any material adverse change, or any development or event involving a prospective material adverse change, in the financial condition, business or results of operations of the Guarantor and its subsidiaries considered as one enterprise, whether or not arising in the ordinary course of business, (ii) the representations and warranties of the Guarantor in Section 1(a) are true and correct with the same force and effect as though expressly made at and as of the Closing Time, (iii) the Guarantor has complied with all agreements and satisfied all conditions on its part to be performed or satisfied at or prior to the Closing Time, and (iv) no stop order suspending the effectiveness of the Registration Statement has been issued and no proceedings for that purpose have been instituted, are pending or are threatened by the Commission.
Guarantor Officer’s Certificate. Each other Guarantor shall have delivered to such Purchaser a certificate of an authorized officer, dated the date of the Closing, certifying as to the resolutions attached thereto and other legal proceedings relating to the authorization, execution and delivery of the applicable Affiliate Guaranty.
Guarantor Officer’s Certificate. Without limiting the Lessee’s and Guarantor’s obligations contained in Section 10.11, during the Lease Term within 40 days after each quarterly period ending on each of December 31, March 31, June 30 and September 30 and within 75 days after the end of each fiscal year of the Guarantor on December 31 of each year, the Guarantor will deliver to the Owner Participant, the Lessor, the Indenture Trustee and each Loan Participant, an Officer’s Certificate of the Guarantor substantially in the form of Exhibit B hereto signed on behalf of the Guarantor by the Managing Member of the Guarantor to the effect that the signer has made, or caused to be made under its supervision a review of the relevant terms of the Lease and the other Operative Documents to which the Lessee and the Guarantor are a party and the signer does not have knowledge of the existence, as of the date of such certificate, of any condition or event which constitutes a Lease Default, Lease Event of Default, an Event of Loss or an event that, with notice or the passage of time or both, will constitute an Event of Loss, or if any such condition or event exists, specifying the nature thereof, the period of existence thereof and what action the Lessee or the Guarantor, as the case may be, has taken or proposes to take with respect thereto.
Guarantor Officer’s Certificate. Lender shall have received a certificate, dated the Effective Date, signed by the principal executive officer of Guarantor, to the effect that the signer of such certificate has carefully examined the Loan Documents and that:
Guarantor Officer’s Certificate. The Representative shall have received on and as of the Closing Date a certificate of an executive officer of the Guarantor who has specific knowledge of the Guarantor's financial matters and is satisfactory to the Representative (i) confirming that such officer has carefully reviewed the Offering Memorandum and, to the best knowledge of such officer, the representation set forth in Section 3(a) hereof is true and correct with respect to the Guarantor and (ii) to the effect set forth in paragraphs (a) through (c) above.
Guarantor Officer’s Certificate. At each Closing Time, the Initial Purchasers shall have received a certificate of an executive officer of each Guarantor, dated as of such Closing Time, to the effect that (i) the representations and warranties of each such Guarantor contained in Section 1 hereof are true and correct with the same force and effect as though expressly made at and as of such Closing Time and (ii) each such Guarantor has complied with all agreements and satisfied all conditions on its part to be performed or satisfied at or prior to such Closing Time.
Guarantor Officer’s Certificate. Each Guarantor shall have delivered to such Purchaser a certificate of an authorized officer, dated the date of such Supplemental Closing certifying that the conditions set forth in Sections 4.1(b), 4.2(b) and 4.11 have been fulfilled. STERIS CORPORATION NOTE PURCHASE AGREEMENT
