Xxxxxxxx’s Certificate Sample Clauses

Xxxxxxxx’s Certificate. Each prepayment pursuant to this Section 9 shall be accompanied by a certificate signed by the Borrower’s Authorized Representative identifying the provision of this Agreement pursuant to which such prepayment is being made and containing a calculation in reasonable detail of the amount of such prepayment.
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Xxxxxxxx’s Certificate. With respect to each Borrower, a certificate executed by such Xxxxxxxx’s secretary or manager, as applicable, whereby such Person affirms that, among other things, attached to such certificate is (i) a copy of the resolutions of the Borrower’s board of directors or board of managers, as applicable, authorizing the borrowing of monies, the granting of Liens and all other matters set forth in or contemplated by the Loan Documents, (ii) a copy of the Borrower’s by-laws or operating agreement, as applicable, in effect on the Closing Date, (iii) a copy of the Borrower’s articles of incorporation or organization, as applicable, and all amendments thereto, certified by the Secretary of State or other appropriate official of the Borrower’s jurisdiction of incorporation or organization, as applicable, and (iv) a certificate of good standing for the Borrower, dated on or immediately prior to the Closing Date, from the Secretary of State of the state of incorporation or organization of the Borrower;
Xxxxxxxx’s Certificate. The Administrative Agent shall have received a certificate from a Responsible Officer of the Borrower certifying that the conditions specified in Section 5.01(h) have been satisfied.

Related to Xxxxxxxx’s Certificate

  • CFO Certificate On the Closing Date and/or the Option Closing Date, the Representative shall have received a written certificate executed by the Chief Financial Officer of the Company, dated as of such date, on behalf of the Company, with respect to certain financial data contained in the Registration Statement, Disclosure Package and the Prospectus, providing “management comfort” with respect to such information, in form and substance reasonably satisfactory to the Underwriters.

  • Representation Dates; Certificate On or prior to the First Delivery Date and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 10-K under the Exchange Act; (iii) files its quarterly reports on Form 10-Q under the Exchange Act; or (iv) files a report on Form 8-K containing amended financial information (other than an earnings release) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iv) shall be a “Representation Date”); the Company shall furnish Xxxxx with a certificate, in the form attached hereto as Exhibit 7(m) within three (3) Trading Days of any Representation Date if requested by Xxxxx. The requirement to provide a certificate under this Section 7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 10-K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Xxxxx with a certificate under this Section 7(m), then before the Company delivers the Placement Notice or Xxxxx sells any Placement Shares, the Company shall provide Xxxxx with a certificate, in the form attached hereto as Exhibit 7(m), dated the date of the Placement Notice.

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