No Default Certificate. The Administrative Agent shall have received, a certificate (in form and substance reasonably satisfactory to the Administrative Agent), signed by the chief financial officer of the Borrower on the Effective Date (i) stating that no Default has occurred and is continuing and (ii) stating that the representations and warranties contained in Article III are true and correct in all material respects as of such date except that (a) to the extent that such representations and warranties specifically refer to an earlier date, such representations and warranties shall be true and correct in all material respects as of such earlier date and (b) any representation and warranty that is qualified as to “materiality” or “Material Adverse Effect” shall be true and correct in all respects.
Appears in 2 contracts
Sources: Credit Agreement (Medifast Inc), Credit Agreement (Medifast Inc)
No Default Certificate. The Administrative Agent shall have received, a certificate (in form and substance reasonably satisfactory to the Administrative Agent), signed by the chief financial officer of the Borrower on the Effective Date (i) stating that no Default has occurred and is continuing and (ii) stating that the representations and warranties contained in Article III are true and correct in all material respects as of such date except that (a) to the extent that such representations and warranties specifically refer to an earlier date, such representations and warranties shall be true and correct in all material respects as of such earlier date and (b) any representation and warranty that is qualified as to “materiality” or “Material Adverse Effect” shall be true and correct in all respects.
Appears in 2 contracts
Sources: Credit Agreement (Align Technology Inc), Credit Agreement (Align Technology Inc)
No Default Certificate. The Administrative Agent shall have received, received a certificate (in form and substance reasonably satisfactory to the Administrative Agent)certificate, signed by the chief financial officer a Financial Officer of the Borrower on Borrower, dated as of the Effective Date (i) stating that no Default has occurred and is continuing and continuing, (ii) stating that the representations and warranties contained in Article III are the Loan Documents are, as of such date, true and correct in all material respects with the same effect as though made on and as of such date except (it being understood and agreed that (a) any representation or warranty which by its terms is made as of a specified date shall be required to the extent that such representations and warranties specifically refer to an earlier date, such representations and warranties shall be true and correct in all material respects only as of such earlier date specified date, and (b) that any representation and or warranty that which is qualified as subject to “materiality” or “Material Adverse Effect” any materiality qualifier shall be required to be true and correct in all respects), and (iii) certifying as to any other factual matters as may be reasonably requested by the Administrative Agent.
Appears in 2 contracts
Sources: Credit Agreement (Roblox Corp), Credit Agreement (Roblox Corp)
No Default Certificate. The Administrative Agent shall have received, received a certificate (in form and substance reasonably satisfactory to the Administrative Agent), signed by the chief financial officer a Responsible Officer of the Borrower on the Effective Date (i) stating that no Default or Event of Default has occurred and is continuing and continuing, (ii) stating that the representations and warranties contained in Article III are true and correct in all material respects as of such date except that (a) to the extent that such representations and warranties specifically refer to an earlier date, such representations and warranties shall be true and correct in all material respects as of such earlier date and (b) any representation and warranty that is qualified as to “materiality” or “Material Adverse Effect” shall be true and correct in all respects, and (iii) certifying as to any other factual matters as may be reasonably requested by the Administrative Agent.
Appears in 1 contract
Sources: Credit Agreement (Udemy, Inc.)
No Default Certificate. The Administrative Agent shall have received, received a certificate (in form and substance reasonably satisfactory to the Administrative Agent), signed by the chief financial officer of the Borrower on the Effective Date (i) stating that no Default has occurred and is continuing and continuing, (ii) stating that the representations and warranties contained in Article III are true and correct in all material respects as of such date except that (a) to the extent that such representations and warranties specifically refer to an earlier date, such representations and warranties shall be true and correct in all material respects as of such earlier date and (b) any representation and warranty that is qualified as to “materiality” or “Material Adverse Effect” shall be true and correct in all respects.Adverse
Appears in 1 contract
Sources: Credit Agreement (Flywire Corp)
No Default Certificate. The Administrative Agent shall have received, received a certificate (in form and substance reasonably satisfactory to the Administrative Agent), signed by the chief financial officer of the Borrower on the Effective Date (i) stating that no Default has occurred and is continuing and continuing, (ii) stating that the representations and warranties contained in Article III are true and correct in all material respects as of such date except that (a) to the extent that such representations and warranties specifically refer to an earlier date, such representations and warranties shall be true and correct in all material respects as of such earlier date and (b) any representation and warranty that is qualified as to “materiality” or “Material Adverse Effect” shall be true and correct in all respects, and (iii) certifying as to any other factual matters as may be reasonably requested by the Administrative Agent.
Appears in 1 contract
Sources: Credit Agreement (Flywire Corp)