Guarantor’s Certificate. The Representatives shall have received on the Closing Date a certificate, dated the Closing Date, of the chairman, chief executive officer, chief financial officer or company secretary of RELX PLC stating that:
Guarantor’s Certificate dated as of , 2011, by Ashford Hospitality Limited Partnership (“Ashford”) and PRISA III REIT Operating LP (“PRISA III”) to CGLIC.
Guarantor’s Certificate. The Administrative Agent shall have received an Officer’s Certificate of each Guarantor, dated the Closing Date, to the effect that (i) any guaranteeing or similar limit binding on it will not be breached as a result of its guaranteeing Loans up to the total Loan Commitments and (ii) the copy of each document delivered by or on behalf of it pursuant to this Section 3.1 is a true, correct and complete copy of its original and except as delivered pursuant to Section 3.1(a), there are no agreements, side letters or other documents to which it is a party which have the effect of modifying or supplementing in any respect any of the respective rights or obligations of it under any of the Transaction Documents to which it is a party.
Guarantor’s Certificate. The Purchasers shall have received a certificate, dated the Closing Date, signed by the President and the Chief Financial Officer (or those of its general partner or managing member, as applicable) of each Guarantor certifying that the conditions in Sections 7(a), (e) and (h) above have been satisfied.
Guarantor’s Certificate. The Lessor shall have received a Guarantor's Certificate, in substantially the form of EXHIBIT C, stating that (i) each representation and warranty of the Guarantor contained in each Operative Document to which it is a party is true and correct in all material respects on and as of the Closing Date; (ii) no Event of Default (as defined in the Guaranty) has occurred and is continuing; and (iii) each Operative Document to which the Guarantor is a party is in full force and effect with respect to it.
