Officer’s Certificate. A certificate, dated the Original Effective Date and signed by

Officer’s Certificate. Each Obligor shall have delivered to such Purchaser an Officer’s Certificate, dated the date of the Closing, certifying that the conditions specified in [[Sections 4.1(a), 4.2 and 4.9]9]9]]9] have been fulfilled.

Officer’s Certificate. Each offer to prepay the Notes pursuant to this [Section 8.9] shall be accompanied by a certificate, executed by a Senior Financial Officer of ​ and dated the date of such offer, specifying: # the Proposed Prepayment Date; # that such offer is made pursuant to this [Section 8.9]; # the principal amount of each Note offered to be prepaid; # the interest that would be due on each Note offered to be prepaid, accrued to the Proposed Prepayment Date; # that the conditions of this [Section 8.9] have been fulfilled; and # in reasonable detail, the nature and date or proposed date of the Change in Control.

Officer’s Certificate. An officer’s certificate of ​ substantially in the form of [Exhibit B] attached hereto which shall include # certified copies of the organizational documents of ​ and # a certified copy of a good standing certificate from the jurisdiction of organization of ​, dated as of no earlier than the date ten (10) Business Days prior to the Purchase Date with respect to the initial Transaction hereunder.

Officer’s Certificate. A certificate from a Responsible Officer of the Borrower to the effect that # all representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true, correct and complete in all material respects (except to the extent any such representation and warranty is qualified by materiality or reference to Material Adverse Effect, in which case such representation and warranty shall be true, correct and complete in all respects) as of the Closing Date; # none of the Credit Parties is in violation of any of the covenants contained in this Agreement and the other Loan Documents as of the Closing Date; # after giving effect to the Transactions, no Default or Event of Default has occurred and is continuing; # since ​, no event has occurred or condition arisen, either individually or in the aggregate, that has had or could reasonably be expected to have a Material Adverse Effect; and # each of the Credit Parties, as applicable, has satisfied each of the conditions set forth in [Section 6.1] and [Section 6.2].

Officer’s Certificate. Purchaser shall deliver to HoldCos a certificate signed by Purchaser, dated as of the Closing Date (in form and substance reasonably satisfactory to HoldCos), certifying that the conditions specified in [Sections 7.3(a) and (b)])] have been satisfied as of the Closing;

Officer’s Certificate. The Administrative Agent shall have received a certificate of a Responsible Officer of the Borrowers on behalf of the Credit Parties as of the Closing Date stating that # the Credit Parties and each of their Subsidiaries are in compliance with all existing material financial obligations, # no action, suit, investigation or proceeding is pending or threatened in any court or before any arbitrator or Governmental Authority that purports to affect a Credit Party or any transaction contemplated by the Credit Documents, if such action, suit, investigation or proceeding could have or could be reasonably expected to have a Material Adverse Effect, # the financial statements and information included in the Borrowers’ Form 10-K report for the year ended ​ and Form 10-Q report for the quarter ended ​ were prepared in good faith and using reasonable assumptions and # immediately after giving effect to this Credit Agreement, the other Credit Documents and all the transactions contemplated herein and therein to occur on such date, # each of the Credit Parties is Solvent, # no Default or Event of Default exists, # all representations and warranties contained herein and in the other Credit Documents are true and correct in all material respects, and # the Credit Parties and their Subsidiaries are in compliance as of ​, and will be in compliance on a Pro Forma Basis, using the most recently available financial statements and adjusting for any impairments and any capital markets events (including any refinancing of the Term Loan C Agreement) since the date of such financial

Officer’s Certificate. At the time of delivery of the financial statements provided for in [[Sections 7.1(a) and 7.1(b)])]])], a certificate of a Responsible Officer of BRT, substantially in the form of [Exhibit 7.1](c), (i) demonstrating whether there has been compliance with the financial covenants contained in [Section 7.2] by calculation thereof as of the end of each such fiscal period, including such detail and supporting documentation as reasonably requested by the Administrative Agent (and in the case of [Section 7.2(d)] and [Section 7.2(e)], indicating the number of fiscal quarters for which such ratio has exceeded 0.60 to 1.0), # stating that no Default or Event of Default exists, or if any Default or Event of Default does exist, specifying the nature and extent thereof and what action the Borrowers propose to take with respect thereto, # providing information regarding dividends and redemption of shares in a manner to demonstrate compliance with [Section 8.7] and # updating [Schedule 6.15], [Schedule 6.21] and [Schedule 6.25], as appropriate. Such certificate shall be delivered in both electronic and printed form.

Officer’s Certificate of the Company. The Administrative Agent shall have received a certificate from a Responsible Officer, in form and substance satisfactory to the Administrative Agent, to the effect that all representations and warranties of the Company contained in this Amendment are true, correct and complete, that the Company is not in violation of any of the covenants contained in the Credit Agreement, and that the Company has satisfied each of the closing conditions set forth in this [Article IV].

Officer’s Certificates. Within ten days of the delivery of the financial statements provided for in [Section 5.01(a) and (b)])], a certificate of the chief financial officer or other officer of the Company acceptable to Administrative Agent # stating no Default exists at the date of such statements or, if a Default exists, a detailed description of the Default and all actions the Company is taking with respect to such Default and # showing compliance with the covenant set forth in [Section 5.15] hereof.