Officer’s Specified Contribution Effective Date Certificate Sample Clauses

Officer’s Specified Contribution Effective Date Certificate. The Administrative Agent shall have received a certificate, signed by a Responsible Officer of the Company, dated as of the Specified Contribution Effective Date, (a) stating that no Default has occurred and is continuing or would result from the transactions contemplated by the Specified Contribution, (b) stating that the representations and warranties contained in the Loan Documents are true and correct in all material respects (except that any representation and warranty that is qualified as to “materiality” or “Material Adverse Effect” shall be true and correct in all respects) as of such date, (c) attaching true, accurate and complete copies of the Contribution Agreement and (d) certifying that the Parent and the Ultimate Parent are consummating the Specified Contribution substantially in accordance with the Contribution Agreement.