Parent and Merger Sub Closing Certificate. The Company shall have received a certificate duly executed on behalf of Xxxxxx and Merger Sub by a duly authorized officer of Parent and Merger Sub certifying that the conditions set forth in Section 8.3(a) and Section 8.3(b) have been satisfied.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Voya Financial, Inc.), Agreement and Plan of Merger (Benefitfocus, Inc.), Agreement and Plan of Merger (Benefitfocus, Inc.)
Parent and Merger Sub Closing Certificate. The Company shall have received a certificate duly executed signed on behalf of Xxxxxx and Merger Sub by a duly authorized officer of Parent and Merger Sub by an executive officer of Parent certifying that the conditions set forth in Section 8.3(a) and Section 8.3(b) have been satisfiedsatisfied (the “Parent Closing Certificate”).
Appears in 3 contracts
Samples: Agreement and Plan of Merger (FTAC Emerald Acquisition Corp.), Agreement and Plan of Merger (Lifesci Acquisition II Corp.), Agreement and Plan of Merger (NewHold Investment Corp.)
Parent and Merger Sub Closing Certificate. The Company shall have received a certificate duly executed certificate, signed on behalf of Xxxxxx Parent and Merger Sub by a duly authorized officer of Parent and Merger Sub certifying that the conditions set forth in Section 8.3(a6.3(a), Section 6.3(b) and Section 8.3(b6.3(c) have been satisfied.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Boeing Co), Agreement and Plan of Merger (Spirit AeroSystems Holdings, Inc.), Agreement and Plan of Merger (Boeing Co)
Parent and Merger Sub Closing Certificate. The Company shall have received at the Closing a certificate duly executed signed on behalf of Xxxxxx and Merger Sub by a duly authorized officer each of Parent and Merger Sub by its respective Chief Executive Officer or the Chief Financial Officer certifying that the conditions set forth in Section 8.3(a7.3(a) and Section 8.3(b7.3(b) have been satisfied.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Advance America, Cash Advance Centers, Inc.), Agreement and Plan of Merger (Odyssey Healthcare Inc), Agreement and Plan of Merger (Gentiva Health Services Inc)
Parent and Merger Sub Closing Certificate. The Company shall have received a certificate duly executed signed on behalf of Xxxxxx and Merger Sub by a duly authorized officer of Parent and Merger Sub by an officer of Parent certifying that the conditions set forth in Section 8.3(a) and Section 8.3(b) have been satisfied.
Appears in 3 contracts
Samples: Paying Agent Agreement (Majesco), Agreement and Plan of Merger (Majesco), Agreement and Plan of Merger (Verifone Systems, Inc.)
Parent and Merger Sub Closing Certificate. The Company shall have received a certificate duly executed signed on behalf of Xxxxxx and Merger Sub by a duly authorized officer of Parent and Merger Sub by an executive officer of Parent certifying that the conditions set forth in Section 8.3(a) and Section 8.3(b) have been satisfied.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Enbridge Energy Management L L C), Agreement and Plan of Merger (Enbridge Inc), Agreement and Plan of Merger (Syntel Inc)
Parent and Merger Sub Closing Certificate. The Company shall have received a certificate certificate, dated as of the Closing Date, and duly executed on behalf of Xxxxxx Parent and Merger Sub by a duly authorized officer of Parent and Merger Sub certifying that the conditions set forth in Section 8.3(a) and Section 8.3(b) have been satisfied.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Hill-Rom Holdings, Inc.), Agreement and Plan of Merger (Baxter International Inc)
Parent and Merger Sub Closing Certificate. The Company shall have received a certificate duly executed on behalf of Xxxxxx Parent and Merger Sub by a duly authorized an executive officer of Parent and Merger Sub certifying that the conditions set forth in Section Sections 8.3(a) and Section 8.3(b) have been satisfied.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (LHC Group, Inc), Agreement and Plan of Merger (Change Healthcare Inc.)
Parent and Merger Sub Closing Certificate. The Company shall have received a certificate duly executed signed on behalf of Xxxxxx and Merger Sub by a duly authorized officer of Parent and Merger Sub by an executive officer of Parent certifying that the conditions set forth in Section 8.3(a7.3(a), Section 7.3(b) and Section 8.3(b7.3(c) have been satisfied.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Leonardo DRS, Inc.), Agreement and Plan of Merger (Rada Electronic Industries LTD)
Parent and Merger Sub Closing Certificate. The Company shall have received a certificate duly executed signed on behalf of Xxxxxx and Merger Sub by a duly authorized officer of Parent and Merger Sub by an executive officer of Parent certifying that the conditions set forth in Section 8.3(a), Section 8.3(b) and Section 8.3(b8.3(c) have been satisfiedsatisfied (the “Parent Closing Certificate”).
Appears in 2 contracts
Samples: Registration Rights Agreement (Monterey Capital Acquisition Corp), Registration Rights Agreement (Locust Walk Acquisition Corp.)
Parent and Merger Sub Closing Certificate. The Company shall have received at Closing a certificate duly executed signed on behalf of Xxxxxx and Merger Sub by a duly authorized officer of Parent and Merger Sub by an executive officer of Parent certifying that the conditions set forth in Section 8.3(aSections 6.3(a) and Section 8.3(b6.3(b) have been are satisfied.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Unified Grocers, Inc.), Agreement and Plan of Merger (Supervalu Inc)
Parent and Merger Sub Closing Certificate. The Company shall have received at the Closing a certificate duly executed signed on behalf of Xxxxxx and Merger Sub by a duly authorized officer of Parent and Merger Sub by an executive officer of Parent certifying that the conditions set forth in Section 8.3(a) and Section 8.3(b) have been are satisfied.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (AeroGrow International, Inc.), Agreement and Plan of Merger (SMG Growing Media, Inc.)
Parent and Merger Sub Closing Certificate. The Company shall have received at Closing a certificate duly executed signed on behalf of Xxxxxx and Merger Sub by a duly authorized officer of Parent and Merger Sub by an execution officer of Parent certifying that the conditions set forth in Section 8.3(a7.02(a) and Section 8.3(b7.02(b) have been are satisfied.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Rent a Center Inc De)
Parent and Merger Sub Closing Certificate. The Company shall have received a certificate duly executed signed on behalf of Xxxxxx and Merger Sub by a duly authorized officer of Parent and Merger Sub by an executive officer of Parent certifying that the conditions set forth in Section Sections 8.3(a) and Section 8.3(b) have been satisfied.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Independence Holding Co)
Parent and Merger Sub Closing Certificate. The Company shall have received at the Closing a certificate duly executed signed on behalf of Xxxxxx and Merger Sub by a duly authorized an executive officer of Parent certifying that such executive officer has read Section 8.3(b) and Merger Sub certifying Section 8.3(c) and that the conditions set forth in Section 8.3(a8.3 (b) and Section 8.3(b8.3(c) have been are satisfied.
Appears in 1 contract
Samples: Merger Agreement
Parent and Merger Sub Closing Certificate. The Company shall have received at the Closing a certificate duly executed signed on behalf of Xxxxxx and Merger Sub by a duly authorized officer each of Parent and Merger Sub by its respective Chief Executive Officer or the Chief Financial Officer certifying that the conditions set forth in Section 8.3(a7.03(a) and Section 8.3(b7.03(b) have been satisfied.
Appears in 1 contract
Parent and Merger Sub Closing Certificate. The Company shall have received a certificate duly executed on behalf of Xxxxxx and Merger Sub by a duly authorized an executive officer of Parent and Merger Sub certifying that the conditions set forth in Section 8.3(a8.3(a) and Section 8.3(b8.3(b) have been satisfied.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Franchise Group, Inc.)
