Auditor's Compliance Certificate Sample Clauses

Auditor's Compliance Certificate. Simultaneously with the financial statements referred to in Section 9(a)(ii), a certificate of the independent public accountants who audited such statements stating that such accountants have reviewed the relevant terms and conditions of the Fuel Lease and other Basic Agreements to which the Lessee is a party, and that, in making the examination necessary for the audit of such statements, they have obtained no knowledge of any condition or event which constitutes or which with notice or lapse of time or both would constitute a Terminating Event, Lessee Default, Lessee Event of Default, Lease Event of Default or default or event of default under any such Basic Document, or if such accountants shall have obtained knowledge of any such condition or event, specifying in such certificate each such condition or event of which they have knowledge and the nature and status thereof;
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Auditor's Compliance Certificate. Simultaneously with the financial statements referred to in Section 9(a)(ii), a certificate of the independent public accountants who audited such statements stating that such accountants have reviewed the relevant terms and conditions of the Fuel Lease and other Basic Agreements to which the Lessee is a party, and that, in making the examination necessary for the audit of such statements, they have obtained no knowledge of any condition or event which constitutes or which with notice or lapse of time or both would constitute a Terminating Event, Lease Event of Default or default or event of default under any such Basic Document, or if such accountants shall have obtained knowledge of any such condition or event, specifying in such certificate each such condition or event of which they have knowledge and the nature and status thereof;
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Auditor's Compliance Certificate. At the time of delivery of the audit report referred to in subsection (a) above, a separate written certificate of the accountants preparing such report (1) stating that such accountants have, during the course of the audit, obtained no knowledge of any default by the Corporation in the fulfillment of any of the covenants, provisions or conditions of this Loan Agreement, or if such accountants shall have obtained knowledge of any such default or defaults, they shall disclose in such statement the default or defaults and the nature thereof, and (2) setting forth the Corporation’s Historical Debt Service Coverage Ratio for the preceding fiscal year calculated on the basis of said audited financial statements. The Corporation shall at any and all reasonable times, upon the written request of the Issuer, the Trustee or the Original Purchaser and at the expense of the Corporation, permit the Issuer, the Trustee or the Original Purchaser by their representatives to enter and inspect the properties, books of account, records, reports and other papers of the Corporation, except donor records, patient records, personnel records and any other confidential records, and to take copies and extracts therefrom, and will afford and procure a reasonable opportunity to make any such inspection, and the Corporation shall furnish to the Issuer, the Trustee or the Original Purchaser any and all information concerning the Corporation as the Issuer, the Trustee or the Original Purchaser may reasonably request, at the expense of the requesting party, including statistical and other operating information requested on a periodic basis, in order to enable the requesting party to make any reports required by law, governmental regulations or the Indenture in connection with any Bonds and to determine whether the covenants, terms and provisions of this Loan Agreement have been complied with by the Corporation. Nothing in this Loan Agreement shall require the Corporation to permit access to or make information available concerning any individual patient or other person served by the Corporation and its Facilities and the obligation to provide information to the Trustee or the Issuer shall be subject to the obligations of the Corporation to safeguard the privacy of individually identifiable health information under the privacy requirements of the Administrative Simplification provisions of the Health Insurance Portability and Accountability Act of 1996, 42 U.S.C. §§ 1320d et seq. and oth...
Sample 1
Auditor's Compliance Certificate. At the time of delivery of the audit report referred to in subsection (a) above, a separate written certificate of the accountants preparing such report stating that such accountants have, during the course of the audit, obtained no knowledge of any default by the Corporation in the fulfillment of any of the covenants, provisions or conditions of this Agreement, or if such accountants shall have obtained knowledge of any such default or defaults, they shall disclose in such statement the default or defaults and the nature thereof.
Sample 1
Auditor's Compliance Certificate. Each set of financial -------------------------------- statements delivered to a holder of Notes pursuant to Section 7.6(b) hereof -------------- shall be accompanied by a certificate of independent certified public accountants of recognized national standing, which certificate shall state that the Company was in compliance with the requirements of Sections 8.3, 8.4, ------------ --- 8.5, 8.6, 8.7 and 8.8 during the annual period covered by the certificate then --- --- --- --- being furnished (including with respect to each such Section, where applicable, the calculations of the maximum or minimum amount, ratio or percentage, as the case may be, permissible under the terms of such Sections, and the calculation of the amount, ratio or percentage then in existence).
Sample 1

Related to Auditor's Compliance Certificate

  • 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.

  • Compliance Certificate (a) The Company and each Guarantor (to the extent that such Guarantor is so required under the TIA) shall deliver to the Trustee, within 90 days after the end of each fiscal year, an Officers’ Certificate stating that a review of the activities of the Company and its Subsidiaries during the preceding fiscal year has been made under the supervision of the signing Officers with a view to determining whether the Company has kept, observed, performed and fulfilled its obligations under this Indenture, and further stating, as to each such Officer signing such certificate, that to the best of his or her knowledge the Company has kept, observed, performed and fulfilled each and every covenant contained in this Indenture and is not in default in the performance or observance of any of the terms, provisions and conditions of this Indenture (or, if a Default or Event of Default has occurred, describing all such Defaults or Events of Default of which he or she may have knowledge and what action the Company is taking or proposes to take with respect thereto) and that to the best of his or her knowledge no event has occurred and remains in existence by reason of which payments on account of the principal of or interest, if any, on the Notes is prohibited or if such event has occurred, a description of the event and what action the Company is taking or proposes to take with respect thereto.

  • Compliance Certificates The Company shall deliver to the Trustee, within 120 days after the end of each fiscal year during which any Securities of any series were outstanding, an officer’s certificate stating whether or not the signers know of any Event of Default that occurred during such fiscal year. Such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Company that a review has been conducted of the activities of the Company and the Company’s performance under this Indenture and that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 13.12, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If the officer of the Company signing such certificate has knowledge of such an Event of Default, the certificate shall describe any such Event of Default and its status.

  • Covenant Compliance Certificate The Borrower shall, contemporaneously with the furnishing of the financial statements pursuant to Section 8.8, deliver to the Bank a duly completed compliance certificate, dated the date of such financial statements and certified as true and correct by an appropriate officer of the Borrower, containing a computation of each of the financial covenants set forth in Section 10 and stating that the Borrower has not become aware of any Event of Default or Unmatured Event of Default that has occurred and is continuing or, if there is any such Event of Default or Unmatured Event of Default describing it and the steps, if any, being taken to cure it.

  • TAX COMPLIANCE CERTIFICATE (For Foreign Lenders Relying on the Portfolio Interest Exemption For U.S. Federal Income Tax Purposes) Reference is hereby made to that certain Financing Agreement, dated as of February [7], 2019 (as modified, amended, extended, restated, amended and restated or supplemented from time to time, the “Financing Agreement”) by and among EF SPV, Ltd., an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Borrower”), the Guarantors from time to time party thereto, the lenders listed on the Schedule of Lenders attached thereto (each individually, a “Lender” and collectively, the “Lenders”) and Victory Park Management, LLC, as administrative agent and collateral agent (the “Agent”) for the Lenders and the Holders (as defined therein). Pursuant to the provisions of Section 2.6(d) of the Financing Agreement, the undersigned hereby certifies that (i) it is not a “bank” within the meaning of Section 881(c)(3)(A) of the Code, (ii) it is not a “10 percent shareholder” of the Borrower within the meaning of Section 881(c)(3)(B) of the Code and (iii) it is not a “controlled foreign corporation” described in Section 881(c)(3)(C) of the Code. The undersigned has furnished the Agent and the Borrower with executed originals of IRS Form W-8BEN or W-8BEN-E, as applicable. By executing this certificate, the undersigned agrees that (1) if the information provided on this certificate changes, the undersigned shall promptly so inform the Borrower and the Agent, and (2) the undersigned shall have at all times furnished the Borrower and the Agent with a properly completed and currently effective certificate in either the calendar year in which each payment is to be made to the undersigned, or in either of the two calendar years preceding such payments. Unless otherwise defined herein, terms defined in the Financing Agreement and used herein shall have the meanings given to them in the Financing Agreement. [NAME OF LENDER] By: Name: Title: Date: ________ __, 20[ ] SCHEDULES TO FINANCING AGREEMENT Schedule 1.1 Program Guidelines FinWise Bank (“Lender”) and EF Marketing, LLC and Elevate Decision Sciences, LLC (each a “Service Provider”and collectively”Service Providers”) The Rise Loan (“Product”) Program Guidelines are agreed upon from time to time by Lender and Service Providers in accordance with the Technology and Support Agreement and Joint Marketing Agreement each of which is entered into by Lender and a Service Provider.

  • 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;

  • 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:

  • Annual Compliance Certificate Within one hundred and twenty (120) days after December 31, 2021 and each fiscal year of the Company ending thereafter, the Company will deliver an Officer’s Certificate to the Trustee stating (i) that the signatory thereto has supervised a review of the activities of the Company and its Subsidiaries during such fiscal year with a view towards determining whether any Default or Event of Default has occurred; and (ii) whether, to such signatory’s knowledge, a Default or Event of Default has occurred or is continuing (and, if so, describing all such Defaults or Events of Default and what action the Company is taking or proposes to take with respect thereto).

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