Seller Certificate. The Purchaser shall have received a certificate from each Seller, dated as of the Closing Date, signed by such Seller, certifying as to the satisfaction of the conditions specified in Sections 8.3(a) and 8.3(b) with respect to such Seller.
Seller Certificate. A written certification confirming that as of Closing no representation or warranty of Seller contained in this Agreement, nor any document or certificate delivered to Buyer pursuant to this Agreement or in connection with the transaction contemplated hereby, contains any untrue statement of a material fact or knowingly omits to state a material fact necessary to make any representation or warranty contained herein misleading.
Seller Certificate. A written certification confirming that as of Closing the representations and warranties which are required to be true at and as of Closing, are true at and as of Closing.
Seller Certificate. Buyer shall have been furnished with a certificate of a senior officer of Seller (in his or her representative and not personal capacity), dated the Closing Date, certifying that the conditions contained in Section 6.01(a) and Section 6.01(b) have been fulfilled.
Seller Certificate. Buyer shall have received a certificate, signed by a duly authorized officer of Seller and dated the Closing Date, to the effect that the conditions set forth in Section 7.2(a), Section 7.2(c) (with respect to covenants to be performed by Seller) and Section 7.2(d) (with respect to any Material Adverse Effect with respect to Seller) have been satisfied.
Seller Certificate. The Seller shall have delivered to the Buyer a certificate to the effect that each of the conditions specified above in Sections 8.1 through 8.4 are satisfied as set forth in such Sections;
Seller Certificate. Seller Certificate" shall mean the certificate to be delivered at Closing to Purchaser pursuant to Article 11.
Seller Certificate. The certificate required by Section 10.02(d)(i).
Seller Certificate. Purchaser shall have received a certificate signed by the Secretary of Seller which shall (i) certify the names of the officers or directors of Seller authorized to sign this Agreement and the other documents, instruments or certificates to be delivered pursuant to this Agreement by Seller or any of its officers or directors, together with the true signatures of such officers or directors, (ii) attach a copy of the Seller Charter Documents, (iii) certify a copy of the resolutions of the Board of Directors of Seller evidencing the adoption of the approval of this Agreement and the other matters contemplated hereby, and (iv) attach a certificate of good standing for Seller from each jurisdiction where Seller has been formed or is doing business, certified by the appropriate authorities from such jurisdictions.
Seller Certificate. An Officer's Certificate of the Seller, dated as of the Closing Date, to the effect that (1) the Sale Agreement is a valid and binding agreement of the Seller, enforceable against the Seller in accordance with its terms except as such enforceability may be subject to bankruptcy, insolvency, reorganization and other similar laws affecting the rights of creditors generally and general principles of equity (regardless of whether such enforcement is considered in a proceeding in equity or at law); and (2) the representations and warranties made by the Seller in Article Three of the Sale Agreement are true and correct as of the Closing Date;
