Common use of Officers’ Certificate of THL Advisors Clause in Contracts

Officers’ Certificate of THL Advisors. At the Closing Time, there shall not have been, since the date hereof or since the respective dates as of which information is given in the Registration Statement, the Prospectus or the General Disclosure Package, any material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of THL Advisors, whether or not arising in the ordinary course of business, and the Representative shall have received a certificate of the Chief Executive Officer or a President, and of the chief financial or chief accounting officer, of THL Advisors, dated as of the Closing Time, to the effect that (i) there has been no such material adverse change, (ii) the representations and warranties of THL Advisors herein are true and correct with the same force and effect as though expressly made at and as of the Closing Time, and (iii) THL Advisors has complied with all agreements and satisfied all conditions on its part to be performed or satisfied at or prior to the Closing Time.

Officers’ Certificate of THL Advisors. At the Closing Time, there shall not have been, since the date hereof or since the respective dates as of which information is given in the Registration Statement, the Prospectus or the General Disclosure Package, any material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of THL Advisors, whether or not arising in the ordinary course of business, and the Representative Representatives shall have received a certificate of the Chief Executive Officer or a President, and of the chief financial or chief accounting officer, of THL Advisors, dated as of the Closing Time, to the effect that (i) there has been no such material adverse change, (ii) the representations and warranties of THL Advisors herein are true and correct with the same force and effect as though expressly made at and as of the Closing Time, and (iii) THL Advisors has complied with all agreements and satisfied all conditions on its part to be performed or satisfied at or prior to the Closing Time.