Common use of Selling Stockholders’ Certificate Clause in Contracts

Selling Stockholders’ Certificate. On the First Closing Date the Representatives shall received a written certificate executed by each Selling Stockholder, dated as of such Closing Date, to the effect that: (i) the representations, warranties and covenants of such Selling Stockholder set forth in Section 1B of this Agreement are true and correct with the same force and effect as though expressly made by such Selling Stockholder on and as of such Closing Date; and (ii) such Selling Stockholder has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to such Closing Date.

Appears in 2 contracts

Samples: Underwriting Agreement (MKS Instruments Inc), Underwriting Agreement (MKS Instruments Inc)

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Selling Stockholders’ Certificate. On the First Closing Date the Representatives shall received receive a written certificate executed by each the Selling Stockholder, dated as of such First Closing Date, to the effect that: (i) the representations, warranties and covenants of such Selling Stockholder set forth in Section 1B 1(B) of this Agreement are true and correct with the same force and effect as though expressly made by such Selling Stockholder on and as of such First Closing Date; and (ii) such Selling Stockholder has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to such Closing Date.

Appears in 2 contracts

Samples: Underwriting Agreement (Accentia Biopharmaceuticals Inc), Underwriting Agreement (Accentia Biopharmaceuticals Inc)

Selling Stockholders’ Certificate. On You shall have received on the First Closing Date the Representatives shall received a written certificate executed by each Selling Stockholderthe Attorneys-in-Fact, dated as of such the First Closing Date, to the effect that: (i) the representations, warranties and covenants of such each of the Selling Stockholder Stockholders set forth in Section 1B of this Agreement 1(B) are true and correct with the same force and effect as though expressly made by such the Selling Stockholder Stockholders on and as of such the First Closing Date; and (ii) such each of the Selling Stockholder Stockholders has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to such the First Closing Date.

Appears in 2 contracts

Samples: Underwriting Agreement (Netsolve Inc), Underwriting Agreement (Netsolve Inc)

Selling Stockholders’ Certificate. On the First Closing Date Date, the Representatives shall received receive a written certificate executed by each the Selling Stockholder, dated as of such Closing Date, to the effect that: (i) the representations, warranties and covenants of such the Selling Stockholder set forth in Section 1B 1(B) of this Agreement are true and correct with the same force and effect as though expressly made by such the Selling Stockholder on and as of such Closing Date; and (ii) such the Selling Stockholder has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to such Closing Date.

Appears in 1 contract

Samples: Underwriting Agreement (Regeneration Technologies Inc)

Selling Stockholders’ Certificate. On each of the First Closing Date and each Option Closing Date, the Representatives Representative shall received receive a written certificate executed by each the Selling Stockholder, dated as of such Closing Datedate, to the effect that: (i) the representations, warranties and covenants of such the Selling Stockholder set forth in Section 1B B) of this Agreement are true and correct with the same force and effect as though expressly made by such the Selling Stockholder on and as of such Closing Datedate; and (ii) such the Selling Stockholder has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to such Closing Datedate.

Appears in 1 contract

Samples: Underwriting Agreement (Santarus Inc)

Selling Stockholders’ Certificate. On the First Closing Date Date, the Representatives shall received receive a written certificate executed by each an executive officer of the Selling Stockholder, dated as of such Closing Datedate, to the effect that: (i) the representations, warranties and covenants of such the Selling Stockholder set forth in Section 1B 1(B) of this Agreement are true and correct with the same force and effect as though expressly made by such the Selling Stockholder on and as of such Closing Datedate; and (ii) such the Selling Stockholder has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to such Closing Datedate.

Appears in 1 contract

Samples: Underwriting Agreement (Evolus, Inc.)

Selling Stockholders’ Certificate. On each of the First Closing Date and each Option Closing Date, the Representatives shall received receive a written certificate executed by the Attorney-in-Fact of each Selling Stockholder, dated as of such Closing Datedate, to the effect that: (i) the representations, warranties and covenants of such Selling Stockholder set forth in Section ‎Section 1B of this Agreement are true and correct with the same force and effect as though expressly made by such Selling Stockholder on and as of such Closing Datedate; and (ii) such Selling Stockholder has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to such Closing Datedate.

Appears in 1 contract

Samples: Underwriting Agreement (Sucampo Pharmaceuticals, Inc.)

Selling Stockholders’ Certificate. On each of the First Closing Date and the Second Closing Date the Representatives shall received receive a written certificate executed by each the Selling Stockholder, dated as of such Closing Date, to the effect that: (i) the representations, warranties and covenants of such the Selling Stockholder set forth in Section 1B 1(B) of this Agreement are true and correct with the same force and effect as though expressly made by such the Selling Stockholder on and as of such Closing Date; and (ii) such the Selling Stockholder has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to such Closing Date.

Appears in 1 contract

Samples: Underwriting Agreement (Proassurance Corp)

Selling Stockholders’ Certificate. On the First Closing Date the Representatives shall have received a written certificate executed by the Attorney-in-Fact of each Selling Stockholder, dated as of such Closing Date, to the effect that: (i) the representations, warranties and covenants of such Selling Stockholder set forth in Section 1B 1(B) of this Agreement are true and correct with the same force and effect as though expressly made by such Selling Stockholder on and as of such Closing Date; and (ii) such Selling Stockholder has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to such Closing Date.

Appears in 1 contract

Samples: Underwriting Agreement (Il Fornaio America Corp)

Selling Stockholders’ Certificate. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received a written certificate executed by each the Selling StockholderShareholder, dated as of such Closing Datedate, to the effect set forth in Section 8(b)(ii) and further to the effect that: (i) the representations, warranties and covenants of such the Selling Stockholder Shareholder set forth in Section 1B of this Agreement 2 are true and correct with the same force and effect as though expressly made by such Selling Stockholder on and as of such Closing Datedate; and (ii) such the Selling Stockholder Shareholder has complied with all the agreements hereunder and satisfied all the conditions on its part to be performed or satisfied hereunder at or prior to such Closing Datedate.

Appears in 1 contract

Samples: Underwriting Agreement (Biodelivery Sciences International Inc)

Selling Stockholders’ Certificate. On each of the First Closing Date and each Option Closing Date the Representatives Representative shall received receive a written certificate executed by each Selling Stockholder, dated as of such Closing Date, to the effect that: (i) the representations, representations and warranties and covenants of such Selling Stockholder set forth in Section 1B 1(B) of this Agreement are true and correct with the same force and effect as though expressly made by such Selling Stockholder on and as of such Closing Date; and (ii) such Selling Stockholder has complied with all the agreements and covenants and satisfied all the conditions on its part to be performed or satisfied at or prior to such Closing Date.

Appears in 1 contract

Samples: Underwriting Agreement (Gulfport Energy Corp)

Selling Stockholders’ Certificate. On the First Closing Date Date, the Representatives shall received receive a written certificate executed by each Selling Stockholder, dated as of such Closing Date, to the effect that: (i) the representations, warranties and covenants of such Selling Stockholder set forth in Section 1B 1(B) of this Agreement are true and correct with the same force and effect as though expressly made by such Selling Stockholder on and as of such Closing Date; and (ii) such Selling Stockholder has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to such Closing Date.

Appears in 1 contract

Samples: Underwriting Agreement (Vnus Medical Technologies Inc)

Selling Stockholders’ Certificate. On each of the First Closing Date and each Option Closing Date, the Representatives shall received receive a written certificate executed by of each Selling Stockholder, dated as of such Closing Datedate, to the effect that: (i) the representations, warranties and covenants of such Selling Stockholder set forth in Section 1B of this Agreement are true and correct with the same force and effect as though expressly made by such Selling Stockholder on and as of such Closing Datedate; and (ii) such Selling Stockholder has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to such Closing Datedate.

Appears in 1 contract

Samples: Underwriting Agreement (Fogo De Chao, Inc.)

Selling Stockholders’ Certificate. On the First Closing Date the Representatives shall have received a written certificate executed by the Attorney-in-Fact of each Selling Stockholder, dated as of such Closing Date, to the effect that: (i) the representations, warranties and covenants of such Selling Stockholder set forth in Section 1B of this Agreement are true and correct with the same force and effect as though expressly made by such Selling Stockholder on and as of such Closing Date; and (ii) such Selling Stockholder has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to such Closing Date.

Appears in 1 contract

Samples: Underwriting Agreement (Il Fornaio America Corp)

Selling Stockholders’ Certificate. On each of the First Closing Date and each Option Closing Date, the Representatives shall received receive a written certificate executed by each Selling Stockholderthe Attorney-in-Fact of, dated as of such Closing Datedate, to the effect that: (i) the representations, warranties and covenants of such Selling Stockholder set forth in Section 1B 1 B of this Agreement are true and correct with the same force and effect as though expressly made by such Selling Stockholder on and as of such Closing Datedate; and (ii) such Selling Stockholder has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to such Closing Datedate.

Appears in 1 contract

Samples: Underwriting Agreement (Papa Murphy's Holdings, Inc.)

Selling Stockholders’ Certificate. On each of the First Closing Date and each Option Closing Date, the Representatives shall received receive a written certificate executed by each an executive officer of the Selling Stockholder, dated as of such Closing Datedate, to the effect that: (i) the representations, warranties and covenants of such the Selling Stockholder set forth in Section 1B 1(B) of this Agreement are true and correct with the same force and effect as though expressly made by such the Selling Stockholder on and as of such Closing Datedate; and (ii) such the Selling Stockholder has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to such Closing Datedate.

Appears in 1 contract

Samples: Underwriting Agreement (Evolus, Inc.)

Selling Stockholders’ Certificate. On the First Closing Date Date, the Representatives shall have received a written certificate executed by each the Attorney-in-Fact of the Selling Stockholder, dated as of such Closing Date, to the effect that: (i) the representations, warranties and covenants of such Selling Stockholder set forth in Section 1B 1(B) of this Agreement are true and correct with the same force and effect as though expressly made by such Selling Stockholder on and as of such Closing Date; and (ii) such Selling Stockholder has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to such Closing Date.

Appears in 1 contract

Samples: Underwriting Agreement (Emulex Corp /De/)

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Selling Stockholders’ Certificate. On each of the First Closing Date and each Option Closing Date, the Representatives Representative shall received receive a written certificate executed by each Selling Stockholder, dated as of such Closing Date, to the effect that: (i) the representations, representations and warranties and covenants of such Selling Stockholder set forth in Section 1B 1(B) of this Agreement are true and correct with the same force and effect as though expressly made by such Selling Stockholder on and as of such Closing Date; and (ii) such Selling Stockholder has complied with all the agreements and covenants and satisfied all the conditions on its part to be performed or satisfied at or prior to such Closing Date.

Appears in 1 contract

Samples: Underwriting Agreement (Ceco Environmental Corp)

Selling Stockholders’ Certificate. On the First Closing Date Date, the Representatives shall received receive a written certificate executed by each the Selling Stockholder, dated as of such Closing Datedate, to the effect that: (i) the representations, warranties and covenants of such the Selling Stockholder set forth in Section 1B of this Agreement are true and correct with the same force and effect as though expressly made by such the Selling Stockholder on and as of such Closing Datedate; and (ii) such the Selling Stockholder has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to such Closing Datedate.

Appears in 1 contract

Samples: Underwriting Agreement (Mirati Therapeutics, Inc.)

Selling Stockholders’ Certificate. On the First Closing Date Date, the Representatives Representative shall received receive a written certificate executed by each the Selling Stockholder, dated as of such Closing Datedate, to the effect that: (i) the representations, warranties and covenants of such the Selling Stockholder set forth in Section 1B 1(B) of this Agreement are true and correct with the same force and effect as though expressly made by such the Selling Stockholder on and as of such Closing Datedate; and (ii) such the Selling Stockholder has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to such Closing Datedate.

Appears in 1 contract

Samples: Underwriting Agreement (Iradimed Corp)

Selling Stockholders’ Certificate. On each of the First Closing Date and each Option Closing Date the Representatives Representative shall received receive a written certificate executed by each the Selling Stockholder, dated as of such Closing Date, to the effect that: (i) the representations, warranties and covenants of such the Selling Stockholder set forth in Section 1B 1 (B) of this Agreement are true and correct with the same force and effect as though expressly made by such the Selling Stockholder on and as of such Closing Date; and (ii) such the Selling Stockholder has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to such Closing Date.

Appears in 1 contract

Samples: Underwriting Agreement (Alphatec Holdings, Inc.)

Selling Stockholders’ Certificate. On the First Closing Date Date, the Representatives Representative shall received receive a written certificate executed by each Selling Stockholder, dated as of such Closing Datedate, to the effect that: (i) the representations, warranties and covenants of such Selling Stockholder set forth in Section 1B 1(B) of this Agreement are true and correct with the same force and effect as though expressly made by such Selling Stockholder on and as of such the Closing Date; and (ii) such Selling Stockholder has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to such the Closing Date.

Appears in 1 contract

Samples: Underwriting Agreement (Lion Biotechnologies, Inc.)

Selling Stockholders’ Certificate. On the First Closing Date Date, the Representatives shall received receive a written certificate executed by an officer of each Selling Stockholder, dated as of such Closing Datedate, to the effect that: (i) the representations, warranties and covenants of such Selling Stockholder set forth in Section 1B 1.B of this Agreement are true and correct with the same force and effect as though expressly made by such Selling Stockholder on and as of such Closing Datedate; and (ii) such Selling Stockholder has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to such Closing Datedate.

Appears in 1 contract

Samples: Underwriting Agreement (Navigator Holdings Ltd.)

Selling Stockholders’ Certificate. On each of the First Closing Date and each Option Closing Date, the Representatives shall received receive a written certificate executed by each Selling Stockholder, dated as of such Closing Datedate, to the effect that: (i) the representations, warranties and covenants of such Selling Stockholder set forth in Section 1B ‎Section 1(B) of this Agreement are true and correct with the same force and effect as though expressly made by such Selling Stockholder on and as of such Closing Datedate; and (ii) such Selling Stockholder has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to such Closing Datedate.

Appears in 1 contract

Samples: Underwriting Agreement (Certara, Inc.)

Selling Stockholders’ Certificate. On the First Closing Date the Representatives Representative shall received receive a written certificate executed by each Selling Stockholder, dated as of such the First Closing Date, to the effect that: (i) the representations, warranties and covenants of such Selling Stockholder set forth in Section 1B 1(B) of this Agreement are true and correct with the same force and effect as though expressly made by such Selling Stockholder on and as of such the First Closing Date; and (ii) such Selling Stockholder has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to such the First Closing Date.

Appears in 1 contract

Samples: Underwriting Agreement (Reynard Motorsport Inc)

Selling Stockholders’ Certificate. On each of the First Closing Date and each Option Closing Date, the Representatives shall received receive a written certificate executed by the Attorney-in-Fact of each Selling Stockholder, dated as of such Closing Datedate, to the effect that: (i) the representations, warranties and covenants of such Selling Stockholder set forth in Section 1B of this Agreement are true and correct with the same force and effect as though expressly made by such Selling Stockholder on and as of such Closing Datedate; and (ii) such Selling Stockholder has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to such Closing Datedate.

Appears in 1 contract

Samples: Underwriting Agreement (Celldex Therapeutics, Inc.)

Selling Stockholders’ Certificate. On the First Closing Date the Representatives shall received receive a written certificate executed by each the Selling Stockholder, dated as of such Closing Date, to the effect that: (i) the representations, representations and warranties and covenants of such the Selling Stockholder set forth in Section 1B 1(B) of this Agreement are true and correct with the same force and effect as though expressly made by such the Selling Stockholder on and as of such Closing Date; and (ii) such the Selling Stockholder has complied with all the agreements and covenants and satisfied all the conditions on its part to be performed or satisfied at or prior to such Closing Date.

Appears in 1 contract

Samples: Underwriting Agreement (Aurora Oil & Gas CORP)

Selling Stockholders’ Certificate. On the First Closing Date Date, the Representatives shall received receive a written certificate executed by of each Selling Stockholder, dated as of such Closing Datedate, to the effect that: (i) the representations, warranties and covenants of such Selling Stockholder set forth in Section 1B of this Agreement are true and correct with the same force and effect as though expressly made by such Selling Stockholder on and as of such Closing Datedate; and (ii) such Selling Stockholder has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to such Closing Datedate.

Appears in 1 contract

Samples: Underwriting Agreement (Abm Industries Inc /De/)

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