Selling Stockholders’ Certificate. The Underwriters shall have received on the Closing Date a certificate, dated the Closing Date and signed by the Attorney-in-Fact of each Selling Stockholder, to the effect that the representations and warranties of the Selling Stockholders contained in this Agreement are true and correct as of the Closing Date and that the Selling Stockholders have complied with all of the agreements and satisfied all of the conditions on their part to be performed or satisfied hereunder on or before the Closing Date.
Appears in 5 contracts
Samples: Underwriting Agreement (Arena Pharmaceuticals Inc), Underwriting Agreement (Total Entertainment Restaurant Corp), Underwriting Agreement (Total Entertainment Restaurant Corp)
Selling Stockholders’ Certificate. The Underwriters Each Selling Stockholder shall have received on furnished to the Closing Date Underwriters a certificate, signed by an authorized representative of such Selling Stockholder reasonably acceptable to counsel to the Underwriters dated the Closing Date and signed by the Attorney-in-Fact of each Selling StockholderDate, to the effect that the representations and warranties of the such Selling Stockholders contained Stockholder in this Agreement are true and correct in all material respects on and as of the Closing Date and that to the Selling Stockholders have complied with all of the agreements and satisfied all of the conditions same effect as if made on their part to be performed or satisfied hereunder on or before the Closing Date.
Appears in 3 contracts
Samples: Underwriting Agreement (Walgreens Boots Alliance, Inc.), Underwriting Agreement (Walgreens Boots Alliance, Inc.), Underwriting Agreement (Walgreens Boots Alliance, Inc.)
Selling Stockholders’ Certificate. The Underwriters shall have received received, on the Closing Date Date, a certificate, certificate dated the Closing Date and signed by the Attorney-in-Fact of each Selling Stockholder, to the effect that the representations and warranties of the Selling Stockholders contained in this Agreement are true and correct as of the Closing Date and that the Selling Stockholders have complied with all of the agreements and satisfied all of the conditions on their part to be performed or satisfied hereunder on or before the Closing Date.
Appears in 3 contracts
Samples: Underwriting Agreement (Crocs, Inc.), Underwriting Agreement (Crocs, Inc.), Underwriting Agreement (Crocs, Inc.)
Selling Stockholders’ Certificate. The Underwriters Underwriter shall have received on the Closing Date a certificate, dated the such Closing Date and signed by the Attorney-in-Fact Date, of an authorized executive officer of each Selling Stockholder, to the effect in which such officer, in such capacity, shall state that the representations and warranties of the such Selling Stockholders contained Stockholder set forth in Section 3 of this Agreement are true and correct as of the such Closing Date and that the such Selling Stockholders have Stockholder has complied with all of the agreements and satisfied all of the conditions on their its part to be performed or satisfied hereunder on at or before the prior to such Closing Date.
Appears in 3 contracts
Samples: Underwriting Agreement (Diamondback Energy, Inc.), Underwriting Agreement (Diamondback Energy, Inc.), Underwriting Agreement (Diamondback Energy, Inc.)
Selling Stockholders’ Certificate. The Underwriters shall have received on the Option Closing Date a certificate, dated the Option Closing Date and signed by the Attorney-in-Fact of each Selling Stockholder, to the effect that the representations and warranties of the Selling Stockholders contained in this Agreement are true and correct as of the Option Closing Date and that the Selling Stockholders have complied in all material respects with all of the agreements and satisfied all of the conditions on their part to be performed or satisfied hereunder on or before the Option Closing Date.
Appears in 2 contracts
Samples: Underwriting Agreement (Impac Medical Systems Inc), Underwriting Agreement (Impac Medical Systems Inc)
Selling Stockholders’ Certificate. The Underwriters shall have received on the Closing Date a certificate, dated the Closing Date Date, and signed by the Attorney-in-Fact of each Selling Stockholder, to the effect that the representations and warranties of the Selling Stockholders contained in this Agreement are true and correct as of the Closing Date and that the Selling Stockholders have complied with all of the agreements and satisfied all of the conditions on their part to be performed or satisfied hereunder on or before the Closing Date.
Appears in 2 contracts
Samples: Underwriting Agreement (Allion Healthcare Inc), Underwriting Agreement (Allion Healthcare Inc)
Selling Stockholders’ Certificate. The Underwriters shall have received on the Closing Date a certificate, dated the Closing Date and signed by the Attorney-in-Fact or on behalf of each such Selling Stockholder, to the effect that the representations and warranties of the Selling Stockholders Stockholder contained in this Agreement are true and correct as of the Closing Date and that the Selling Stockholders have Stockholder has complied with all of the agreements and satisfied all of the conditions on their his part to be performed or satisfied hereunder on or before the Closing Date.
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Selling Stockholders’ Certificate. The Underwriters shall have received on the Closing Date a certificate, dated the Closing Date and signed by the Attorney-in-Fact of each Selling Stockholder, to the effect that the representations and warranties of the such Selling Stockholders contained in this Agreement are true and correct as of the Closing Date and that the such Selling Stockholders have complied with all of the agreements and satisfied all of the conditions on their part to be performed or satisfied hereunder on or before the Closing Date.
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Selling Stockholders’ Certificate. The Underwriters At the Closing Time, the Underwriter shall have received on the Closing Date a certificate, dated the Closing Date and signed by the Attorney-in-Fact certificate of each Selling Stockholder, dated as of the Closing Time, to the effect that (i) the representations and warranties of the Selling Stockholders contained in this Agreement Section 1(b) hereof are true and correct with the same force and effect as though expressly made at and as of the Closing Date Time, and that (ii) the Selling Stockholders have Company has complied with all of the agreements and satisfied all of the conditions on their its part to be performed or satisfied hereunder on at or before prior to the Closing DateTime.
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Selling Stockholders’ Certificate. The Underwriters shall have received on the Closing Date a certificate, dated the Closing Date and signed by the Attorney-in-Fact of each Selling Stockholder, to the effect that the representations and warranties of the Selling Stockholders contained in this Agreement are true and correct as of the Closing Date and that the Selling Stockholders have complied with all of the agreements and satisfied all of the conditions on their its part to be performed or satisfied hereunder on or before the Closing Date.
Appears in 1 contract
Samples: Underwriting Agreement (Cysive Inc)
Selling Stockholders’ Certificate. The Underwriters shall have received on the Closing Date a certificate, dated the Closing Date and signed by the Attorney-in-Fact or on behalf of each Selling Stockholder, to the effect that the representations and warranties of the such Selling Stockholders Stockholder contained in this Agreement are true and correct as of the Closing Date and that the such Selling Stockholders have Stockholder has complied with all of the agreements and satisfied all of the conditions on their its part to be performed or satisfied hereunder on or before the Closing Date.
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Selling Stockholders’ Certificate. The Underwriters shall have received from each Selling Stockholder and Xxxx, on the or before each Option Closing Date Date, a certificate, certificate dated the applicable Option Closing Date and signed by the Attorney-in-Fact of each such Selling StockholderStockholder or Xxxx, as applicable, to the Table of Contents effect that the representations and warranties of the such Selling Stockholders Stockholder or Xxxx contained in this Agreement are true and correct as of the applicable Option Closing Date and that the such Selling Stockholders have Stockholder has complied with all of the agreements and satisfied all of the conditions on their his or its part to be performed or satisfied hereunder on or before the Closing Datesuch date.
Appears in 1 contract
Samples: Underwriting Agreement (Buy Com Inc)