Common use of Parent Officer’s Certificate Clause in Contracts

Parent Officer’s Certificate. The Company shall have received from Parent a certificate, dated the Closing Date and signed on behalf of Parent by a duly authorized officer of Parent, certifying that the conditions set forth in clauses (a) and (b) of this Section 7.03 have been satisfied.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Snap One Holdings Corp.), Agreement and Plan of Merger (Resideo Technologies, Inc.), Agreement and Plan of Merger (Triple-S Management Corp)

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Parent Officer’s Certificate. The Company Parent shall have received from Parent furnished the Company with a certificate, certificate dated as of the Closing Date and signed on its behalf of Parent by a duly authorized an executive officer of Parent, certifying to the effect that the conditions to be satisfied by Parent set forth in clauses (a) Sections 8.1 and (b) of this Section 7.03 8.3 have been satisfied.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Instron Corp), Agreement and Plan of Merger (Instron Corp), Agreement and Plan of Merger (Instron Corp)

Parent Officer’s Certificate. The Company shall have received a certificate from Parent a certificate, dated the Closing Date and signed on behalf of Parent by a duly an authorized officer of Parent, certifying Parent stating that the conditions set forth specified in clauses (aSection 7.3(a) and (bSection 7.3(b) of this Section 7.03 have been satisfied.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (DNB Financial Corp /Pa/), Agreement and Plan of Merger (S&t Bancorp Inc), Agreement and Plan of Merger (SOUTH STATE Corp)

Parent Officer’s Certificate. The Company shall have received from the Parent a certificate, dated as of the Closing Date and signed on behalf of Parent by a duly authorized Parent’s chief executive officer of Parentor chief financial officer, certifying to the effect that the conditions set forth in clauses (aSection 8.3(a) and (bSection 8.3(b) of this Section 7.03 have been satisfied.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (U.S. Concrete, Inc.), Agreement and Plan of Merger, Agreement and Plan of Merger (Ca, Inc.)

Parent Officer’s Certificate. The Company shall have received from Parent a certificate, dated as of the Closing Date and Date, signed by the chief executive officer or chief financial officer of Parent, on behalf of Parent by a duly authorized officer of Parent, certifying that each of the conditions set forth in clauses (aSection 7.3(a) and (bSection 7.3(b) of this Section 7.03 have has been satisfied.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Tapestry, Inc.), Agreement and Plan of Merger (Capri Holdings LTD)

Parent Officer’s Certificate. The Company shall have received from Parent a certificate, dated as of the Closing Date and signed on behalf of Parent by a duly authorized Xxxxxx’s chief executive officer of Parentor chief financial officer, certifying to the effect that the conditions set forth in clauses (aSection 8.3(a), Section 8.3(b) and (bSection 8.3(c) of this Section 7.03 have been satisfied.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Sterling Check Corp.), Agreement and Plan of Merger (First Advantage Corp)

Parent Officer’s Certificate. The Company Parent shall have received from Parent delivered to the Company a certificate, dated the Closing Date and signed on behalf of Parent by a duly authorized officer of Parentan officer, certifying that the conditions set forth in clauses (aSections 7.3(a) and (b7.3(b) of this Section 7.03 have been satisfied.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cerevel Therapeutics Holdings, Inc.)

Parent Officer’s Certificate. The Company Parent shall have received from Parent delivered to the Company a certificatecertificate of an authorized person of Parent, dated as of the Closing Date and signed on behalf of Parent by a duly authorized officer of ParentDate, certifying that the conditions set forth in clauses Sections 6.3(a), (ab) and (bc) of this Section 7.03 have been satisfied.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Acorda Therapeutics Inc)

Parent Officer’s Certificate. The Company Parent shall have received from Parent delivered to the Company a certificate, dated the Closing Date and signed on behalf of Parent by a duly authorized officer of Parentits chief executive officer, certifying that the conditions set forth in clauses (aSection 7.3(a) and (bSection 7.3(b) of this Section 7.03 have been satisfied.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nextgen Healthcare, Inc.)

Parent Officer’s Certificate. The Company Parent shall have received from Parent delivered to the Company a certificate, dated the Closing Date and Date, signed on behalf of Parent by a duly authorized the chief executive officer or chief financial officer of Parent, certifying that the conditions condition set forth in clauses (aSection 7.3(a) and (b) of this Section 7.03 have has been satisfied.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Miltope Group Inc)

Parent Officer’s Certificate. The Company Parent shall have received from Parent delivered to the Company a certificate, dated as of the Closing Date and signed on behalf of Parent by a duly authorized officer of Parentits Chief Executive Officer, certifying that the conditions of Parent set forth in clauses (aSections 6.02(a), 6.02(b) and (b6.02(f) of this Section 7.03 have been satisfied.;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Us 1 Industries Inc)

Parent Officer’s Certificate. The Company shall have received a certificate from Parent a certificateParent, dated the Closing Date and signed on behalf of Parent validly executed by a duly an authorized officer of Parent for and on Parent’s behalf, certifying that to the effect that, as of the Closing the conditions set forth in clauses (aSections 2.2(c)(i)-(ii) and (b) of this Section 7.03 have been satisfied.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Danimer Scientific, Inc.)

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Parent Officer’s Certificate. The Company shall have received from Parent a certificate, dated the Merger Closing Date and signed on behalf of Parent by a duly authorized officer of Parent, certifying that the conditions set forth in clauses (a) and (b) of this Section 7.03 8.03 have been satisfied.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Chinook Therapeutics, Inc.)

Parent Officer’s Certificate. The Company Parent shall have received from Parent delivered to the Company a certificate, dated the Closing Date and signed on behalf of Parent by a duly an authorized officer of Parenteach of Parent and Merger Sub, certifying to the effect that the conditions set forth in clauses (aset forth in Section 7.3(a) and (bSection 7.3(b) of this Section 7.03 have has been satisfied.

Appears in 1 contract

Samples: Agreement and Plan of Merger (M.D.C. Holdings, Inc.)

Parent Officer’s Certificate. The Company shall have received from Parent a certificate, dated as of the Closing Date and Date, signed on behalf of Parent by a duly authorized the chief executive officer or chief financial officer of Parent, Parent certifying that each of the conditions set forth in clauses (aSection 7.3(a) and (bSection 7.3(b) of this Section 7.03 have has been satisfied.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Wireless Telecom Group Inc)

Parent Officer’s Certificate. The Company shall have received from Parent a certificate, dated the Closing Date and certificate signed on behalf of Parent by a duly authorized an executive officer of Parent, certifying Parent to the effect that the conditions set forth in clauses (aSection 7.3(a) and (bSection 7.3(b) of this Section 7.03 have been satisfied.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Central European Media Enterprises LTD)

Parent Officer’s Certificate. The Company shall have received from Parent a certificate, dated as of the Closing Date and Date, signed on behalf by the chief executive officer or chief financial officer of Parent by a duly authorized officer of Parent, certifying that each of the conditions set forth in clauses (aSection 7.3(a) and (bSection 7.3(b) of this Section 7.03 have has been satisfied.

Appears in 1 contract

Samples: Agreement and Plan of Merger (SALESFORCE.COM, Inc.)

Parent Officer’s Certificate. The Company Parent shall have received from Parent delivered to the Company a certificatecertificate of the President or Chief Executive Officer of Parent, dated as of the Closing Date and signed on behalf of Parent by a duly authorized officer of ParentDate, certifying that the conditions set forth in clauses (aSections 7.1(c), 7.3(a) and (b) of this Section 7.03 have been satisfied.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Myriad Genetics Inc)

Parent Officer’s Certificate. The Company shall have received a certificate from Parent a certificateParent, dated validly executed by the Closing Date and signed on behalf Chief Executive Officer of Parent by a duly authorized officer for and on the Company’s behalf, to the effect that, as of Parentthe Closing, certifying that the conditions set forth in clauses (aSections 2.2(d)(i) and (b2.2(d)(ii) of this Section 7.03 have been satisfied.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Sarcos Technology & Robotics Corp)

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