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 (Benefitfocus, Inc.), Agreement and Plan of Merger (Voya Financial, Inc.), Merger Agreement (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 satisfied.
Appears in 3 contracts
Samples: Merger Agreement (Enbridge Inc), Merger Agreement (Enbridge Energy Management L L C), Merger Agreement (Syntel 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: Merger Agreement (FTAC Emerald Acquisition Corp.), Merger Agreement (Lifesci Acquisition II Corp.), Merger Agreement (NewHold Investment Corp.)
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: Agreement and Plan of Merger (Majesco), Merger Agreement (Majesco), Merger Agreement (Verifone Systems, 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 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: Merger Agreement (Advance America, Cash Advance Centers, Inc.), Merger Agreement (Odyssey Healthcare Inc), Merger Agreement (Gentiva Health Services Inc)
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: Merger Agreement (Spirit AeroSystems Holdings, Inc.), Merger Agreement (Boeing Co), Merger Agreement (Boeing Co)
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: Merger Agreement (Hill-Rom Holdings, Inc.), Merger Agreement (Baxter International 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: Merger Agreement (Rada Electronic Industries LTD), Merger Agreement (Leonardo DRS, 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), Section 8.3(b) and Section 8.3(b8.3(c) have been satisfiedsatisfied (the “Parent Closing Certificate”).
Appears in 2 contracts
Samples: Merger Agreement (Monterey Capital Acquisition Corp), Merger Agreement (Locust Walk Acquisition Corp.)
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: Merger Agreement (LHC Group, Inc), Merger Agreement (Change Healthcare 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: Merger Agreement (AeroGrow International, Inc.), Merger Agreement (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 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: Merger Agreement (Supervalu Inc), Merger Agreement (Unified Grocers, 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
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
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 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 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 Sections 8.3(a) and Section 8.3(b) have been satisfied.
Appears in 1 contract
Samples: Merger Agreement
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
