Officer’s Certificates and Opinions of Counsel; Statements Sample Clauses

Officer’s Certificates and Opinions of Counsel; Statements to Be Contained Therein 48 Section 10.06. Payments Due on Saturdays, Sundays and Holidays 49 Section 10.07. Trust Indenture Act of 1939 49 Section 10.08. New York Law to Govern 50 Section 10.09. Jurisdiction; Waiver Of Jury Trial 50 Section 10.10. Counterparts 50 Section 10.11. Effect of Headings 50 Section 10.12. Separability 50 Page ARTICLE 11
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Officer’s Certificates and Opinions of Counsel; Statements to Be Contained Therein 60 Section 10.06 . Payments Due on Saturdays, Sundays and Holidays 61 Page Section 10.07 . Trust Indenture Act of 1939 61 Section 10.08 . New York Law to Govern 61 Section 10.09 . Counterparts 61 Section 10.10 . Effect of Headings 62 Section 10.11 . Separability 62 Section 10.12 . Force Majeure 62 Section 10.13 . U.S.A. Patriot Act 62 Section 10.14 . Waiver of Jury Trial 62 ARTICLE 11 Redemption of Securities and Sinking Fund Provisions Section 11.01 . Applicability of Article 63
Officer’s Certificates and Opinions of Counsel; Statements to Be Contained Therein 48 Section 10.06. Payments Due on Saturdays, Sundays and Holidays 49 Section 10.07. Trust Indenture Act of 1939 49 Section 10.08. New York Law to Govern 50 Section 10.09. Jurisdiction; Waiver Of Jury Trial 50 Section 10.10. Counterparts 50 Section 10.11. Effect of Headings 50 Section 10.12. Separability 50 Page ARTICLE 11 REDEMPTION OF SECURITIES AND SINKING FUND PROVISIONS Section 11.01. Applicability of Article 50
Officer’s Certificates and Opinions of Counsel; Statements to Be Contained Therein 62 Section 15.06. Payments Due on Saturdays, Sundays and Holidays 64 Section 15.07. Conflict of Any Provision of Indenture with Trust Indenture Act 64 Section 15.08. New York Law to Govern 64 Section 15.09. Third Party Beneficiaries 64 Section 15.10. Counterparts 64 Section 15.11. Effect of Headings 64 Section 15.12. Severability 64 Section 15.13. Patriot Act Compliance 64 Section 15.14. Submission to Jurisdiction; Waiver of Jury Trial 65 Section 15.15. No Partnership or Joint Venture 65 LEXMARK INTERNATIONAL, INC. Reconciliation and tie between Trust Indenture Act of 1939 and this Indenture Trust Indenture Act Section Indenture Section §310(a)(l) 6.09 (a)(2) 6.09 (a)(3) Not Applicable
Officer’s Certificates and Opinions of Counsel; Statements to Be Contained Therein 55 Section 10.06. Payments Due on Saturdays, Sundays and Holidays 56 Section 10.07. Trust Indenture Act of 1939 56 Section 10.08. New York Law to Govern 56 Page Section 10.09. Counterparts 56 Section 10.10. Effect of Headings 56 Section 10.11. Separability 56 Section 10.12. Force Majeure 56 Section 10.13. U.S.A. Patriot Act 57 ARTICLE 11 REDEMPTION OF SECURITIES AND SINKING FUND PROVISIONS Section 11.01. Applicability of Article 57 Section 11.02. Notice of Redemption; Partial Redemptions 57 Section 11.03. Payment of Securities Called for Redemption 59 Section 11.04. Exclusion of Certain Securities from Eligibility for Selection for Redemption 59 ARTICLE 12 GUARANTEE Section 12.01. Agreement to Guarantee 60 Section 12.02. Execution and Delivery of Guarantee 61 Section 12.03. Release of Guarantee 61 Section 12.04. No Recourse Against Others 62 THIS INDENTURE, dated as of December 20, 2010 between SAIC, INC. (the “Issuer”), SCIENCE APPLICATIONS INTERNATIONAL CORPORATION (the “Guarantor”) and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (the “Trustee”),

Related to Officer’s Certificates and Opinions of Counsel; Statements

  • Officer’s Certificates and Opinions of Counsel Statements to Be Contained Therein. Upon any application or demand by the Lessee or the Owner Trustee to the Indenture Trustee to take any action under any of the provisions of this Indenture, the Lessee or the Owner Trustee, as the case may be, shall furnish to the Indenture Trustee upon request (a) an Officer's Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and that the proposed action is in conformity with the requirements of this Indenture, and (b) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished. Any certificate, statement or opinion of an officer of SSB may be based, insofar as it relates to legal matters, upon a certificate or opinion of or representations by counsel, unless such officer knows that the certificate or opinion or representations with respect to the matters upon which his certificate, statement or opinion may be based as aforesaid are erroneous, or in the exercise of reasonable care should know that the same are erroneous. Any certificate, statement or opinion of counsel may be based, insofar as it relates to factual matters information with respect to which is in the possession of the Lessee or SSB, upon the certificate, statement or opinion of or representations by an officer or officers of the Lessee or SSB, as the case may be, unless such counsel knows that the certificate, statement or opinion or representations with respect to the matters upon which his certificate, statement or opinion may be based as aforesaid are erroneous, or in the exercise of reasonable care should know that the same are erroneous. Any certificate, statement or opinion of an officer of the Lessee or SSB or of counsel thereto may be based, insofar as it relates to accounting matters, upon a certificate or opinion of or representations by an accountant or firm of accountants employed by the Lessee or the Owner Trustee, as the case may be, unless such officer or counsel, as the case may be, knows that the certificate or opinion or representations with respect to the accounting matters upon which his certificate, statement or opinion may be based as aforesaid are erroneous, or in the exercise of reasonable care should know that the same are erroneous. Any certificate or opinion of any independent firm of public accountants filed with the Indenture Trustee shall contain a statement that such firm is independent.

  • Officers' Certificates and Opinions of Counsel; Statements to Be Contained Therein Upon any application or demand by the Issuer to the Trustee to take any action under any of the provisions of this Indenture, the Issuer shall furnish to the Trustee an Officers’ Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with. Each certificate or opinion provided for in this Indenture and delivered to the Trustee with respect to compliance with a condition or covenant provided for in this Indenture shall include (a) a statement that the person making such certificate or opinion has read such covenant or condition, (b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based, (c) a statement that, in the opinion of such person, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with and (d) a statement as to whether or not, in the opinion of such person, such condition or covenant has been complied with. Any certificate, statement or opinion of an officer of the Issuer may be based, insofar as it relates to legal matters, upon a certificate or opinion of or representations by counsel, unless such officer knows that the certificate or opinion or representations with respect to the matters upon which his certificate, statement or opinion may be based as aforesaid are erroneous, or in the exercise of reasonable care should know that the same are erroneous. Any certificate, statement or opinion of counsel may be based, insofar as it relates to factual matters, information with respect to which is in the possession of the Issuer, upon the certificate, statement or opinion of or representations by an officer of officers of the Issuer, unless such counsel knows that the certificate, statement or opinion or representations with respect to the matters upon which his certificate, statement or opinion may be based as aforesaid are erroneous, or in the exercise of reasonable care should know that the same are erroneous. Any certificate, statement or opinion of an officer of the Issuer or of counsel may be based, insofar as it relates to accounting matters, upon a certificate or opinion of or representations by an accountant or firm of accountants in the employ of the Issuer, unless such officer or counsel, as the case may be, knows that the certificate or opinion or representations with respect to the accounting matters upon which his certificate, statement or opinion may be based as aforesaid are erroneous, or in the exercise of reasonable care should know that the same are erroneous. Any certificate or opinion of any independent firm of public accountants filed with the Trustee shall contain a statement that such firm is independent.

  • Officers' Certificate and Opinion of Counsel Any consolidation, merger, sale, lease or conveyance permitted under Section 801 is also subject to the condition that the Trustee receive an Officers' Certificate and an Opinion of Counsel to the effect that any such consolidation, merger, sale, lease or conveyance, and the assumption by any successor entity, complies with the provisions of this Article and that all conditions precedent herein provided for relating to such transaction have been complied with. ARTICLE NINE

  • STATEMENTS REQUIRED IN OFFICER’S CERTIFICATE AND OPINION OF COUNSEL Each Officer’s Certificate (other than an Officer’s Certificate pursuant to Section 3.05) or Opinion of Counsel with respect to compliance with a covenant or condition provided for in this Indenture will include:

  • Compliance Certificates and Opinions, etc (a) Upon any application or request by the Issuer to the Indenture Trustee to take any action under any provision of this Indenture, the Issuer shall furnish to the Indenture Trustee (i) an Officer's Certificate stating that all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with, (ii) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with and (iii) (if required by the TIA) an Independent Certificate from a firm of certified public accountants meeting the applicable requirements of this Section, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture shall include:

  • Compliance Certificates and Opinions Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee such certificates and opinions as may be required under the Trust Indenture Act. Each such certificate or opinion shall be given in the form of an Officers' Certificate, if to be given by an officer of the Company, or an Opinion of Counsel, if to be given by counsel, and shall comply with the requirements of the Trust Indenture Act and any other requirements set forth in this Indenture. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture shall include,

  • Delivery of Officer’s Certificate and Opinion of Counsel to the Trustee Before the effective time of any Business Combination Event, the Company will deliver to the Trustee an Officer’s Certificate and Opinion of Counsel, each stating that (i) such Business Combination Event (and, if applicable, the related supplemental indenture) comply with Section 6.01(A); and (ii) all conditions precedent to such Business Combination Event provided in this Indenture have been satisfied.

  • Opinions of Counsel Receipt by the Administrative Agent of favorable opinions of legal counsel to the Loan Parties, addressed to the Administrative Agent and each Lender, dated as of the Closing Date, and in form and substance satisfactory to the Administrative Agent.

  • Officer’s Compliance Certificates As soon as practicable (and in any event within 60 days after the close of each of the first three quarters of its fiscal year and within 120 days after the close of each fiscal year), a statement signed by one of the Parent’s financial officers substantially in the form of Exhibit M (commencing with the fourth quarter of the fiscal year ending December 31, 2012) and such other information as the Facility Agent may reasonably request;

  • Officer’s Compliance Certificate At each time financial statements are delivered pursuant to Sections 7.1(a) or (b) and at such other times as the Administrative Agent shall reasonably request, an Officer’s Compliance Certificate.

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