Common use of Officer Certificate Clause in Contracts

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b) and 8.2(c).

Appears in 25 contracts

Samples: Share Purchase Agreement (MingZhu Logistics Holdings LTD), Share Purchase Agreement (MingZhu Logistics Holdings LTD), Share Exchange Agreement (Planet Green Holdings Corp.)

AutoNDA by SimpleDocs

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a8.3(a), 8.2(b8.3(b) and 8.2(c8.3(c).

Appears in 21 contracts

Samples: Share Purchase Agreement (MingZhu Logistics Holdings LTD), Share Purchase Agreement (MingZhu Logistics Holdings LTD), Share Exchange Agreement (Planet Green Holdings Corp.)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a6.2(a), 8.2(b6.2(b) and 8.2(c6.2(c).

Appears in 19 contracts

Samples: Merger Agreement (PowerUp Acquisition Corp.), Merger Agreement (Twelve Seas Investment Co. II), Merger Agreement (PowerUp Acquisition Corp.)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.2(a), 8.2(b7.2(b) and 8.2(c7.2(c).

Appears in 18 contracts

Samples: Business Combination Agreement (Apeiron Capital Investment Corp.), Merger Agreement (Lakeshore Acquisition II Corp.), Agreement and Plan of Merger (MICT, Inc.)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.3(a), 8.2(b7.3(b) and 8.2(c7.3(c).

Appears in 13 contracts

Samples: Agreement and Plan of Merger (MICT, Inc.), Merger Agreement (Americas Technology Acquisition Corp.), Merger Agreement (Aesther Healthcare Acquisition Corp.)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a6.3(a), 8.2(b6.3(b) and 8.2(c6.3(c).

Appears in 12 contracts

Samples: Merger Agreement (Twelve Seas Investment Co. II), Merger Agreement (Global Blockchain Acquisition Corp.), Merger Agreement (SANUWAVE Health, Inc.)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a6.3(a), 8.2(b6.3(b) and 8.2(c6.3(c).

Appears in 9 contracts

Samples: Merger Agreement (Industrial Tech Acquisitions II, Inc.), Agreement and Plan of Merger (Aesther Healthcare Acquisition Corp.), Merger Agreement (MICT, Inc.)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.3(a), 8.2(b7.3(b) and 8.2(c7.3(c).

Appears in 8 contracts

Samples: Merger Agreement (Digital Ally, Inc.), Merger Agreement (Clover Leaf Capital Corp.), Business Combination Agreement (Apeiron Capital Investment Corp.)

Officer Certificate. The Purchaser and the Parent shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a8.3(a), 8.2(b8.3(b) and 8.2(c8.3(c).

Appears in 7 contracts

Samples: Share Exchange Agreement (Planet Green Holdings Corp.), Share Exchange Agreement (Planet Green Holdings Corp.), Share Exchange Agreement (Planet Green Holdings Corp.)

Officer Certificate. The Purchaser Buyer shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacityBuyer, dated as of the Closing Date, certifying as to the satisfaction of the conditions specified matters set forth in Sections 8.2(a), 8.2(b) 9.1 and 8.2(c)9.2.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Domtar CORP), Share Purchase Agreement (CPG International Inc.), Unit Purchase Agreement (CPG International Inc.)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateSeller, dated as the Closing Date, signed by an executive officer of the Purchaser Seller in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.3(a), 8.2(b7.3(b) and 8.2(c7.3(c).

Appears in 4 contracts

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

Officer Certificate. The Purchaser shall have delivered to the Company Seller a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.2(a), 8.2(b7.2(b) and 8.2(c7.2(c).

Appears in 4 contracts

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

Officer Certificate. The Purchaser shall have delivered to the Company and Pubco a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a10.2(a), 8.2(b10.2(b) and 8.2(c)10.2(c) with respect to Purchaser.

Appears in 3 contracts

Samples: Business Combination Agreement (East Stone Acquisition Corp), Business Combination Agreement (Proficient Alpha Acquisition Corp), Business Combination Agreement (Proficient Alpha Acquisition Corp)

Officer Certificate. The Purchaser Company shall have delivered to the Company Purchaser a certificate, dated the Closing Date, signed by an the chief executive officer of the Purchaser Company certifying in such capacity, certifying capacity as to the satisfaction of the conditions specified in Sections 8.2(a7.2(a), 8.2(b7.2(b) and 8.2(c7.2(e).

Appears in 3 contracts

Samples: Share Exchange Agreement (China Teletech Holding Inc), Share Exchange Agreement (China Teletech Holding Inc), Share Exchange Agreement (China Teletech Holding Inc)

Officer Certificate. The Purchaser Buyer shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacityBuyer, dated as of the Closing Date, certifying as to the satisfaction of the conditions specified matters set forth in Sections 8.2(a), 8.2(b8.3(a) and 8.2(c8.3(b).

Appears in 3 contracts

Samples: Stock Purchase Agreement (Angiodynamics Inc), Stock Purchase Agreement (Avista Capital Partners GP, LLC), Stock Purchase Agreement (Angiodynamics Inc)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a6.3(a), 8.2(b) 6.3(b), and 8.2(c6.3(c).

Appears in 3 contracts

Samples: Merger Agreement (PowerUp Acquisition Corp.), Merger Agreement (PowerUp Acquisition Corp.), Merger Agreement (Semper Paratus Acquisition Corp)

Officer Certificate. The Purchaser Company shall have delivered to the Company Purchaser a certificate, dated the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a8.3(a), 8.2(b8.3(b) and 8.2(c8.3(c).

Appears in 3 contracts

Samples: Merger and Share Exchange Agreement (Glori Energy Inc.), Merger and Share Exchange Agreement (Glori Energy Inc.), Merger Agreement (Infinity Cross Border Acquisition Corp)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an the chief executive officer of the Purchaser Purchaser, certifying in such capacity, certifying capacity as to the satisfaction of the conditions specified in Sections 8.2(a7.3(a), 8.2(b7.3(b) and 8.2(c7.3(e).

Appears in 3 contracts

Samples: Share Exchange Agreement (China Teletech Holding Inc), Share Exchange Agreement (China Teletech Holding Inc), Share Exchange Agreement (China Teletech Holding Inc)

Officer Certificate. The Purchaser shall have delivered to the Company and Pubco a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a9.2(a), 8.2(b9.2(b) and 8.2(c)9.2(c) with respect to Purchaser.

Appears in 3 contracts

Samples: Business Combination Agreement (Hainan Manaslu Acquisition Corp.), Business Combination Agreement (Evo Acquisition Corp), Business Combination Agreement (Tiberius Acquisition Corp)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a9.3(a), 8.2(b9.3(b) and 8.2(c9.3(c).

Appears in 3 contracts

Samples: Business Combination Agreement (American Resources Corp), Business Combination Agreement (AI Transportation Acquisition Corp), Business Combination Agreement (Healthwell Acquisition Corp. I)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(aSection 7.03(a), 8.2(bSection 7.03(b) and 8.2(cSection 7.03(c).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Pono Capital Two, Inc.), Merger Agreement (Pono Capital Two, Inc.)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a6.2(a), 8.2(b6.2(b) and 8.2(c6.2(c).

Appears in 2 contracts

Samples: Merger Agreement (SANUWAVE Health, Inc.), Merger Agreement (SEP Acquisition Corp.)

Officer Certificate. The Purchaser shall have delivered to the Target Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a10.2(a), 8.2(b10.2(b) and 8.2(c10.2(c).

Appears in 2 contracts

Samples: Business Combination Agreement (Zalatoris Acquisition Corp.), Business Combination Agreement (DUET Acquisition Corp.)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a9.2(a), 8.2(b9.2(b) and 8.2(c9.2(c).

Appears in 2 contracts

Samples: Share Exchange Agreement (Ossen Innovation Co. Ltd.), Share Exchange Agreement (DT Asia Investments LTD)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a8.1(a), 8.2(b8.1(b) and 8.2(c8.1(c).

Appears in 2 contracts

Samples: Contribution Agreement (B4mc Gold Mines Inc), Joint Venture Interest Contribution Agreement (Coconnect, Inc.)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.2(a), 8.2(b7.2(b) and 8.2(c7.2(c).

Appears in 2 contracts

Samples: Merger Agreement (Integrated Wellness Acquisition Corp), Merger Agreement (MTech Acquisition Corp)

Officer Certificate. The Purchaser Buyer shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacityBuyer, dated as of the Closing Date, certifying as to the satisfaction of the conditions specified matters set forth in Sections 8.2(a), 8.2(b) 9.1 and 8.2(c)9.2.

Appears in 2 contracts

Samples: Merger Agreement (Quanta Services, Inc.), Agreement and Plan of Merger (M III Acquisition Corp.)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(aSection 7.03(a), 8.2(b7.03(b) and 8.2(c7.03(c).

Appears in 2 contracts

Samples: Business Combination Agreement (Inflection Point Acquisition Corp. II), Business Combination Agreement (Inflection Point Acquisition Corp.)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a8.3(a), 8.2(b8.3(b) and 8.2(c8.3(c).

Appears in 2 contracts

Samples: Merger Agreement (Customers Bancorp, Inc.), Merger Agreement (Megalith Financial Acquisition Corp)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a9.3(a), 8.2(b9.3(b) and 8.2(c9.3(c).

Appears in 2 contracts

Samples: Share Exchange Agreement (Ossen Innovation Co. Ltd.), Share Exchange Agreement (DT Asia Investments LTD)

Officer Certificate. The Purchaser Buyer shall have delivered to received a certificate executed on behalf of the Company a certificateby the chief executive officer or the chief financial officer of the Company, dated the Closing Date, signed by an executive officer of the Purchaser representing and certifying, in such capacitydetail as the Buyer may reasonably request, certifying as to the satisfaction of that the conditions specified set forth in Sections 8.2(a)7.1, 8.2(b) 7.2 and 8.2(c)7.4 have been fulfilled.

Appears in 2 contracts

Samples: Stock and Warrant Purchase Agreement (Rainwater Magellan Holdings L P), Stock and Warrant Purchase Agreement (Charter Medical Corp)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.02(a), 8.2(b7.02(b) and 8.2(c7.02(c).

Appears in 2 contracts

Samples: Business Combination Agreement (Inflection Point Acquisition Corp. II), Business Combination Agreement (Inflection Point Acquisition Corp.)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.2(a), 8.2(b7.2(b) and 8.2(c)with respect to Purchaser.

Appears in 1 contract

Samples: Business Combination Agreement (AlphaVest Acquisition Corp.)

Officer Certificate. The Purchaser Seller shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser certifying in such capacity, certifying capacity as to the satisfaction of the conditions specified in Sections 8.2(a7.2(a), 8.2(b7.2(b) and 8.2(c7.2(f).

Appears in 1 contract

Samples: Share Exchange Agreement (HWGC Holdings LTD)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b) and 8.2(c).

Appears in 1 contract

Samples: Contribution Agreement (B4mc Gold Mines Inc)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a6.2(a), 8.2(b) 6.2(b), and 8.2(cSection 6.2(c).

Appears in 1 contract

Samples: Merger Agreement (Innovative International Acquisition Corp.)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the First Closing Date, signed by an executive officer or director of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a12.3(a), 8.2(b12.3(b) and 8.2(c12.3(c) (in respect of the Company).

Appears in 1 contract

Samples: Business Combination Agreement (Alussa Energy Acquisition Corp.)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a10.3(a), 8.2(b10.3(b) and 8.2(c10.3(c).

Appears in 1 contract

Samples: Business Combination Agreement (Draper Oakwood Technology Acquisition Inc.)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated as of the Closing Date, signed duly executed by an authorized executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a6.2(a), 8.2(b6.2(b) and 8.2(c6.2(c), in form and substance reasonably satisfactory to the Company.

Appears in 1 contract

Samples: Merger Agreement (Malacca Straits Acquisition Co LTD)

Officer Certificate. The Purchaser shall have delivered to the Company Company, the Sellers and Pubco a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a10.2(a), 8.2(b10.2(b) and 8.2(c)10.2(c) with respect to Purchaser.

Appears in 1 contract

Samples: Business Combination Agreement (Edoc Acquisition Corp.)

Officer Certificate. The Purchaser and Holdings shall have delivered to the Company and the Company Shareholders Representative a certificate, dated as of the Merger Closing Date, signed by an executive officer of the each of Purchaser in such capacityand Holdings, certifying as to the satisfaction of the conditions specified in Sections 8.2(aSection 10.2(a) and Section 10.2(b), 8.2(b) and 8.2(c)but in each case, solely with respect to themselves.

Appears in 1 contract

Samples: Business Combination Agreement (GoGreen Investments Corp)

Officer Certificate. The Purchaser Buyer shall have delivered to the Company and to the Securityholder Representative a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacityBuyer, dated as of the Closing Date, certifying as to the satisfaction of the conditions specified matters set forth in Sections 8.2(a), 8.2(b) 9.1 and 8.2(c)9.2.

Appears in 1 contract

Samples: Stock Purchase Agreement (Tube City IMS CORP)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.2(a), 8.2(b7.2(b) and 8.2(c)7.2(c) with respect to Purchaser.

Appears in 1 contract

Samples: Business Combination Agreement (TradeUP Global Corp)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated as of the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a9.3(a), 8.2(b9.3(b) and 8.2(c9.3(c).

Appears in 1 contract

Samples: Share Purchase Agreement (Energem Corp)

Officer Certificate. The Purchaser Buyer shall have delivered to the Company a certificatecertificate signed on behalf of each Buyer Party by an officer, dated as of the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of that the conditions specified in Sections 8.2(a), 8.2(b) Section 7.1 and 8.2(c)Section 7.2 have been fulfilled.

Appears in 1 contract

Samples: Merger Agreement (Avery Dennison Corp)

Officer Certificate. The Purchaser Buyer shall have delivered to the Company a certificatecertificate signed by an officer of Buyer, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of that the conditions specified in Sections 8.2(a), 8.2(b) Section 7.1 and 8.2(c)Section 7.2 have been fulfilled.

Appears in 1 contract

Samples: Merger Agreement (Syniverse Holdings Inc)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer or the sole shareholder of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a8.3(a), 8.2(b8.3(b) and 8.2(c8.3(c).

Appears in 1 contract

Samples: Share Purchase Agreement (Sunburst Acquisitions v Inc)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.3(a), 8.2(b. 7.3(b) and 8.2(c)7.3(c) with respect to the Company.

Appears in 1 contract

Samples: Business Combination Agreement (AlphaVest Acquisition Corp.)

Officer Certificate. The Purchaser Company shall have delivered to the Company Seller a certificate, dated the Closing Date, signed by an executive officer of the Purchaser Company, certifying in such capacity, certifying capacity as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b) and 8.2(c7.3(a).

Appears in 1 contract

Samples: Share Exchange Agreement (HWGC Holdings LTD)

Officer Certificate. The Purchaser shall have delivered to the Company and Pubco a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.2(a), 8.2(b7.2(b) and 8.2(c)7.2(c) with respect to Purchaser.

Appears in 1 contract

Samples: Business Combination Agreement (Far Peak Acquisition Corp)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b) and 8.2(c)) with respect to Purchaser.

Appears in 1 contract

Samples: Business Combination Agreement (Aetherium Acquisition Corp)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the applicable Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.1(a), 8.2(b7.1(b) and 8.2(c7.1(c).

Appears in 1 contract

Samples: Stock Purchase Agreement (EKIMAS Corp)

Officer Certificate. The Purchaser Seller shall have delivered to the Company received a certificatecertificate from Purchaser, dated the Closing Date, signed by an executive officer of the Purchaser Purchaser, respectively, in such capacity, certifying certifying, with respect to such Party, as to the satisfaction of the conditions specified in Sections 8.2(a6.3(a), 8.2(b) 6.3(b), and 8.2(c6.3(c).

Appears in 1 contract

Samples: Share Exchange Agreement (Lm Funding America, Inc.)

Officer Certificate. The Purchaser shall will have delivered to the Company Sponsor a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b7.2(a) and 8.2(c7.2(b).

Appears in 1 contract

Samples: Securities Purchase Agreement (Gaenzle Rick)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.3(a), 8.2(b7.3(b), 7.3(c) and 8.2(c7.3(h).

Appears in 1 contract

Samples: Merger Agreement (Colombier Acquisition Corp.)

Officer Certificate. The Purchaser shall have delivered to the Company Sellers a certificatecertificate signed by an officer of Purchaser, dated as of the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of that the conditions specified in Sections 8.2(a), 8.2(b) Section 7.1 and 8.2(c)Section 7.2 have been fulfilled.

Appears in 1 contract

Samples: Asset Purchase Agreement (Smart for Life, Inc.)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Merger Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a10.2(a), 8.2(b10.2(b) and 8.2(c)10.2(c) with respect to Purchaser.

Appears in 1 contract

Samples: Business Combination Agreement (Kismet Acquisition One Corp)

Officer Certificate. The Purchaser shall have delivered to the Company Seller a certificate, dated the Closing Date, signed by an executive officer of Purchaser, dated as of the Purchaser in such capacityClosing Date, certifying as to the satisfaction of the conditions specified matters set forth in Sections 8.2(a), 8.2(b) 9.1 and 8.2(c)9.2.

Appears in 1 contract

Samples: Stock Purchase Agreement (Fuller H B Co)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a‎6.2(a), 8.2(b6.2(b) and 8.2(c‎6.2(c).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Deep Medicine Acquisition Corp.)

Officer Certificate. The Purchaser shall have delivered to the Company Seller or a representative of the Sellers a certificate, dated the Closing Datedate of the Closing, signed by an executive a duly authorized officer of the Purchaser in such capacityPurchaser, certifying as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b8.01(a) and 8.2(c8.01(b).;

Appears in 1 contract

Samples: Share Purchase Agreement (Iis Intelligent Information Systems LTD)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a‎8.3(a), 8.2(b‎8.3(b) and 8.2(c‎8.3(c).

Appears in 1 contract

Samples: Business Combination Agreement (ClimateRock)

AutoNDA by SimpleDocs

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.3(a), 8.2(b7.3(b) and 8.2(c7.3(c).

Appears in 1 contract

Samples: Merger Agreement (Integrated Wellness Acquisition Corp)

Officer Certificate. (i) The Purchaser Company shall have delivered to the Company Purchaser a certificate, dated the Closing Datedate of the Closing, signed by an executive a duly authorized officer of the Purchaser in such capacityCompany, certifying as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b8.02(a) and 8.2(c8.02(c)(i).; and (ii) each Seller shall have delivered to the Purchaser a certificate, dated the date of the Closing, signed by a duly authorized officer of the Seller, certifying as to the satisfaction of the conditions specified in Sections 8.02(b) and 8.02(c)(ii);

Appears in 1 contract

Samples: Share Purchase Agreement (Iis Intelligent Information Systems LTD)

Officer Certificate. The Purchaser shall have delivered to the Company and Pubco a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b) and 8.2(c)) with respect to Purchaser.

Appears in 1 contract

Samples: Business Combination Agreement (Twelve Seas Investment Co)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an the chief executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a9.2(a), 8.2(b9.2(b) and 8.2(c9.2(c).

Appears in 1 contract

Samples: Share Purchase Agreement (Energem Corp)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a6.2(a), 8.2(b6.2(b) and 8.2(cSection 6.3(c).

Appears in 1 contract

Samples: Merger Agreement (Galileo Acquisition Corp.)

Officer Certificate. The Purchaser Buyer shall have delivered to the Company been furnished with a certificate, dated the Closing Date, signed by certificate of an executive officer of the Purchaser Seller dated the Closing Date in such capacity, form and substance reasonably satisfactory to Buyer certifying as to the satisfaction fulfillment of the conditions specified set forth in Sections 8.2(a)8.1, 8.2(b) 8.2, 8.3, 8.4, and 8.2(c)8.5.

Appears in 1 contract

Samples: Asset Acquisition Agreement (President Casinos Inc)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(aSection 7.02(a), 8.2(bSection 7.02(b) and 8.2(cSection 7.02(c).

Appears in 1 contract

Samples: Merger Agreement (Pono Capital Two, Inc.)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a‎8.2(a), 8.2(b‎8.2(b), ‎8.2(c) and 8.2(c‎8.2(d).

Appears in 1 contract

Samples: Business Combination Agreement (ClimateRock)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b) and 8.2(c).

Appears in 1 contract

Samples: Business Combination Agreement (Quantum FinTech Acquisition Corp)

Officer Certificate. The Purchaser shall will have delivered to the Company Sponsor and the SPAC a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b) and 8.2(c8.2(b).

Appears in 1 contract

Samples: Securities Purchase Agreement (Global Technology Acquisition Corp. I)

Officer Certificate. The Purchaser shall have delivered must deliver to the Company a certificate, dated as at the Closing End Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions obligations specified in Sections 8.2(a), 8.2(b) and 8.2(c)this Section 7.19.

Appears in 1 contract

Samples: Bid Implementation and Business Combination Agreement (Canna-Global Acquisition Corp)

Officer Certificate. The Purchaser Seller shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser certifying in such capacity, certifying capacity as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b7.2(a) and 8.2(c7.2(b).

Appears in 1 contract

Samples: Share Exchange Agreement (HWGC Holdings LTD)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a)8.2, 8.2(b1.1(b) and 8.2(c1.1(c).

Appears in 1 contract

Samples: Joint Venture Interest Contribution Agreement (Coconnect, Inc.)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateand from each of the Company Stockholders, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a8.3(a), 8.2(b8.3(b) and 8.2(c8.3(c).

Appears in 1 contract

Samples: Business Combination Agreement (Quantum FinTech Acquisition Corp)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(aSection 7.02(a), 8.2(bSection 7.02(b), Section 7.02(c) and 8.2(cSection 7.02(d).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Pono Capital Two, Inc.)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated the applicable Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.3(a), 8.2(b7.3(b) and 8.2(c7.3(c) (in respect of the Company); provided, that the certificate delivered on the Second Closing Date shall certify only the satisfaction of the condition specified in Section 7.3(a) (solely with respect to the Company Fundamental Representations).

Appears in 1 contract

Samples: Business Combination Agreement (Agrico Acquisition Corp.)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(aSection 9.02(a), 8.2(b(b) and 8.2(c(c).

Appears in 1 contract

Samples: Contribution Agreement (EKIMAS Corp)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b), 8.2(c) and 8.2(c8.2(d).

Appears in 1 contract

Samples: Business Combination Agreement (ClimateRock)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateSellers, dated as the Closing Date, signed by an executive officer of the Purchaser in such capacity, Date certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.3(a), 8.2(b7.3(b) and 8.2(c7.3(c).

Appears in 1 contract

Samples: Business Combination Agreement (Relativity Acquisition Corp)

Officer Certificate. The Purchaser shall have delivered to the Company and Pubco a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a9.2(a), 8.2(b9.2(b) and 8.2(c)9.2(c) with respect to the Purchaser.

Appears in 1 contract

Samples: Business Combination Agreement (East Stone Acquisition Corp)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(aSection 9.01(a), 8.2(b(b) and 8.2(c(c).

Appears in 1 contract

Samples: Contribution Agreement (EKIMAS Corp)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a8.3(a), 8.2(b8.3(b) and 8.2(c8.3(c).

Appears in 1 contract

Samples: Business Combination Agreement (ClimateRock)

Officer Certificate. The Purchaser shall have delivered to the Company Seller a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a6.2(a), 8.2(b) and 8.2(cthrough 6.2(e).

Appears in 1 contract

Samples: Unit Purchase Agreement (Northern Lights Acquisition Corp.)

Officer Certificate. The Purchaser shall have delivered to the Target Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a)0, 8.2(b9.2(b) and 8.2(c9.2(c).

Appears in 1 contract

Samples: Business Combination Agreement (Zalatoris II Acquisition Corp)

Officer Certificate. The Purchaser Buyer shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of Buyer, dated as of the Purchaser in such capacityClosing Date, certifying as to the satisfaction of the conditions specified matters set forth in Sections 8.2(a), 8.2(b) 9.1 and 8.2(c9.2 (the “Buyer Officer’s Certificate”).

Appears in 1 contract

Samples: Merger Agreement (Snap One Holdings Corp.)

Officer Certificate. The Purchaser Company shall have delivered to the Company Purchaser a certificate, dated as of the Closing Date, signed duly executed by an authorized executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a6.3(a), 8.2(b6.3(b) and 8.2(c6.3(c), in form and substance reasonably satisfactory to the Purchaser.

Appears in 1 contract

Samples: Merger Agreement (Malacca Straits Acquisition Co LTD)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a(a), 8.2(b(b) and 8.2(c(c).

Appears in 1 contract

Samples: Business Combination Agreement (Mars Acquisition Corp.)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.2(a), 8.2(b7.2(b), 7.2(c) and 8.2(c7.2(d).

Appears in 1 contract

Samples: Merger Agreement (Colombier Acquisition Corp.)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a10.3(a), 8.2(b10.3(b), 10.3(c) and 8.2(c10.3(d).

Appears in 1 contract

Samples: Merger Agreement (Denali Capital Acquisition Corp.)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.3(a), 8.2(b7.3(b) and 8.2(c7.3(c).

Appears in 1 contract

Samples: Merger Agreement (MTech Acquisition Corp)

Officer Certificate. The Purchaser Company shall have delivered to Buyer a certificate signed by a duly authorized officer of the Company a certificate(in his or her capacity as such), dated as of the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of that the conditions specified in Sections 8.2(a)Section 7.1, 8.2(b) Section 7.2 and 8.2(c)Section 7.3 have been fulfilled.

Appears in 1 contract

Samples: Merger Agreement (Masimo Corp)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the First Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a7.2(a), 8.2(b1.1(b) and 8.2(c1.1(c).

Appears in 1 contract

Samples: Stock Purchase Agreement (EKIMAS Corp)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a‎6.3(a), 8.2(b6.3(b) and 8.2(c‎6.3(c).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Deep Medicine Acquisition Corp.)

Officer Certificate. The Purchaser Company shall have delivered to Buyer a certificate signed by an officer of the Company a certificateCompany, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of that the conditions specified in Sections 8.2(a)Section 6.1, 8.2(b) Section 6.2 and 8.2(c)Section 6.3 have been fulfilled.

Appears in 1 contract

Samples: Merger Agreement (Syniverse Holdings Inc)

Officer Certificate. The Purchaser shall have delivered to the Company a certificate, dated the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a6.2(a), 8.2(b6.2(b) and 8.2(c6.2(d).

Appears in 1 contract

Samples: Agreement and Plan of Merger (AMCI Acquisition Corp.)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer the Chairman of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a8.3(a), 8.2(b8.3(b) and 8.2(c8.3(c).

Appears in 1 contract

Samples: Share Exchange Agreement (Greenland Acquisition Corp.)

Officer Certificate. The Purchaser shall have delivered to received a certificate from the Company a certificateCompany, dated as the Closing Date, signed by an executive officer of the Purchaser Company in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a8.3(a), 8.2(b8.3(b) and 8.2(c8.3(c).

Appears in 1 contract

Samples: Business Combination Agreement (Aetherium Acquisition Corp)

Officer Certificate. The Purchaser shall have delivered to the Company and Pubco a certificate, dated as of the Closing Date, signed by an executive officer of the Purchaser in such capacity, certifying as to the satisfaction of the conditions specified in Sections 8.2(a8.2 (a), 8.2(b) and 8.2(c)) with respect to Purchaser.

Appears in 1 contract

Samples: Business Combination Agreement (Golden Star Acquisition Corp)

Officer Certificate. The Purchaser shall have delivered to the Company Seller or a representative of the Sellers a certificate, dated as of the Closing Date, signed by an executive a duly authorized officer of the Purchaser in such capacityPurchaser, certifying as to the satisfaction of the conditions specified in Sections 8.2(a), 8.2(b8.01(a) and 8.2(c8.01(b).;

Appears in 1 contract

Samples: Share Purchase Agreement (Comverse Technology Inc/Ny/)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!