Parent Closing Certificate definition

Parent Closing Certificate has the meaning specified in Section 2.04(a).
Parent Closing Certificate shall have the meaning set forth in Section 7.6(c) of the Agreement.
Parent Closing Certificate shall have the meaning set forth in Section 3.4(a)(iii).

Examples of Parent Closing Certificate in a sentence

  • A certificate, dated as of the Closing Date, executed on behalf of Parent and Sub by a duly authorized officer of Parent and Sub to the effect that each of the conditions set forth in clause (a) of this Section 7.2 has been satisfied (the "Parent Closing Certificate").

  • A certificate executed by the Parent and the Merger Sub containing the representation and warranty of each entity that each of the representations and warranties set forth in ARTICLE 3 is accurate in all respects as of the Closing Date as if made on the Closing Date and that the conditions set forth in ARTICLES 8.1, 8.2 and 8.3 have been duly satisfied (the "Parent Closing Certificate") (included herein as EXHIBIT N).

  • The Company shall have received a certificate duly executed on behalf of Parent by its authorized representative and to the effect that the conditions set forth in Section 8.03(a) and Section 8.03(b) have been satisfied (the " Parent Closing Certificate ").

  • However, the formal limits that ad- ministrative law imposes on adjudicators make it very difficult, in practice, for them to give special consideration to the public entity’s position in the arbitral proceedings.

  • Each of Parent, Merger Sub I and Merger Sub II shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the Company shall have received at the Closing the Parent Closing Certificate certifying that the conditions set forth in this Section 8.3(b) have been satisfied.


More Definitions of Parent Closing Certificate

Parent Closing Certificate has the meaning set forth in Section 6.1.
Parent Closing Certificate means a certificate of an executive officer of Parent certifying as to the matters set forth in Sections 8.3(a) and 8.3(b) of this Agreement.
Parent Closing Certificate means a certificate signed by the Chief Executive Officer or Chief Financial Officer of Parent certifying on behalf of Parent, Merger Sub I and Merger Sub II as to the matters set forth in Sections 8.3(a) and 8.3(b).
Parent Closing Certificate. Section 6.2(a) “Parent Contracts” Section 3.19(a) “Parent Convertible Securities” Section 3.3(b) “Parent Disclosure ScheduleArticle III
Parent Closing Certificate means the certificates required to be delivered by the Company to Parent pursuant to Section 2.4(c)(iv)(1). “Parent Closing Statement” has the meaning assigned to in it Section 2.10(c).
Parent Closing Certificate. Section 6.2(a) "Parent Common Stock" Section 1.5(a) "Parent Contracts" Section 3.19(a) "Parent Convertible Securities" Section 3.3(a) "Parent Indemnitees" Section 7.1(a) "Parent Plan" Section 5.1(a) "Parent Preferred Stock" Section 3.3(a) "Parent SEC Reports" Section 3.7(a) "Parent Schedule" Article III Preamble "Parent Stock Options" Section 3.3(a) "Parent Stockholder Approval" Section 5.1(a) "Parent Warrants" Section 3.3(a) "Patents" Section 2.18 "Person" Section 10.2(c) "Personal Property" Section 2.14(b) "Plans" Section 2.11(a) "Press Release" Section 5.4(a) "Proxy Statement/Prospectus" Section 5.1(a) "Registered Intellectual Property" Section 2.18 "Registration Statement" Section 5.1(a) "Representative" Section 1.11 "Resolution Costs" Section 1.19(c) "Resolution Number" Section 1.19(b) "Restricted Shares" Section 1.18 "Returns" Section 2.15(b)(i) "Securities Act" Section 1.13(c) "Selected Firm" Section 1.19(c) "Sharers" Section 2.23(e) "Sorpresa! Programming Assets" Section 4.1(i) "Special Meeting" Section 5.1(a) "Specified Holders" Section 1.5(b) "Signing Stockholder/Signing Stockholders" Heading "Stock Reduction Number" Section 1.5(a) "Stock Reduction Number Dispute" Section 1.19(b) "Surviving Corporation" Section 1.1 "Tax/Taxes" Section 2.15(a) "Third Party Claim" Section 7.2 "Trademarks" Section 2.18 "Trust Fund" Section 3.25 61
Parent Closing Certificate has the meaning assigned to such term in Section 10.7(a).