Common use of Certificate and Opinion as to Conditions Precedent Clause in Contracts

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate Officer’s Certificate, in form reasonably and substance satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, all conditions precedentprecedent to be performed or effected by the Issuers, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate Certificate, in form reasonably and substance satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, all conditions precedentprecedent to be performed or effected by the Issuer, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Officer’s Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee Trustee, at the request of the Trustee: (a) an Officers’ Officer’s Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Officer’s Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (ai) an Officers’ Certificate Officer’s Certificate, in form reasonably and substance satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, all conditions precedentprecedent to be performed or effected by the Issuers or the Guarantors, if applicable, if any, provided for in this Indenture relating to the proposed action have been complied with; and (bii) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (ai) an Officers’ Certificate Certificate, in form reasonably and substance satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, all conditions precedentprecedent to be performed or effected by the Issuer, if any, provided for in this Indenture relating to the proposed action have been complied with; and (bii) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, any and all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee Trustee, at the request of the Trustee: (a1) an Officers’ Certificate Certificate, in form and substance reasonably satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, that all conditions precedent, if any, to be performed or effected by the Issuer, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel Counsel, in form and substance reasonably satisfactory to the Trustee Trustee, stating that, in the opinion of such counsel, all such conditions precedent precedent, if any, have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate Officer’s Certificate, in form reasonably and substance satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, all conditions precedentprecedent to be performed or effected by the Issuer, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, any and all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate Certificate, in form and substance reasonably satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, all conditions precedentprecedent to be performed or effected by the Issuer, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this IndentureIndenture (except in connection with the original issuance of Securities on the date hereof), the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate Officer’s Certificate, in form and substance reasonably satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, all conditions precedentprecedent to be performed or effected by the Issuer, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ ' Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ ' Certificate in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate Certificate, in form and substance reasonably satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, that all conditions precedent, if any, to be performed or effected by the Issuer, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel Counsel, in form and substance reasonably satisfactory to the Trustee Trustee, stating that, in the opinion of such counsel, all such conditions precedent precedent, if any, have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ ' Certificate (in form and substance reasonably satisfactory to the Trustee Trustee) stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel (in form and substance reasonably satisfactory to the Trustee Trustee) stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (ai) an Officers’ Certificate Certificate, in form reasonably and substance satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, all conditions precedentprecedent to be performed or effected by the Issuers, if any, provided for in this Indenture relating to the proposed action have been complied with; and (bii) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, any and all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (ai) an An Officers’ Certificate Certificate, in form and substance reasonably satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, all conditions precedentprecedent to be performed or effected by the Issuer, if any, provided for in this Indenture relating to the proposed action have been complied with; and (bii) an An Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate Certificate, in form reasonably and substance satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, all conditions precedentprecedent to be performed or effected by the Issuer, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, any and all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied withsatisfied; and (b) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied withsatisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ ' Certificate in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate of the Issuer in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Senior Notes Indenture, the Issuers each Issuer shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Certificate in form reasonably and substance satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Senior Notes Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably and substance satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers any Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers such Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ ' Certificate of such Issuer in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Officer’s Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (ai) an Officers’ Officer's Certificate in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signerssigner, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (bii) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers or any of the Note Guarantors to the Trustee to take or refrain from taking any action under this Indenture, the Issuers or such Note Guarantor shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (ai) an Officers’ Certificate ' Certificate, in form reasonably and substance satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, all conditions precedentprecedent to be performed or effected by the Issuer, if any, provided for in this Indenture relating to the proposed action have been complied with; and (bii) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, any and all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Officer’s Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signerssigner, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this IndentureIndenture (other than the authentication of the Initial Notes), the Issuers shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Officer’s Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this IndentureIndenture (except in connection with the original issuance of Securities on the date hereof), the Issuers shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate ' Certificate, in form and substance reasonably satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, all conditions precedentprecedent to be performed or effected by the Issuer, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, any and all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate Officer’s Certificate, in form and substance reasonably satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, all conditions precedentprecedent to be performed or effected by the Issuers, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ ' Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) if requested by the Trustee, an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ ' Certificate of the Issuer in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this IndentureIndenture (except in connection with the original issuance of Notes on the date hereof), the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (ai) an Officers’ Officer’s Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (bii) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer or the Company to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer or the Company, as the case may be, shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Officer's Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of Of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Officer’s Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate Certificate, in form reasonably and substance satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, all conditions precedentprecedent to be performed or effected by the Issuers, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, any and all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate ' Certificate, in form reasonably and substance satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) except upon the issuance of the Initial Notes, an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate ' Certificate, in form reasonably and substance satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, all conditions precedentprecedent to be performed or effected by the Issuer, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, any and all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this IndentureIndenture (except in connection with the original issuance of Notes on the date hereof), the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate ' Certificate, in form and substance reasonably satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, all conditions precedentprecedent to be performed or effected by the Issuer, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture (other than a request to authenticate the Initial Notes in accordance with this Indenture), the Issuers shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ ' Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ ' Certificate in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture (other than a request to authenticate the Notes in accordance with this Indenture), the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ ' Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Certificate Officer’s Certificate, in form reasonably and substance satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, all conditions precedentprecedent to be performed or effected by the Issuers, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by either of the Issuers to the Trustee to take or refrain from taking any action under this IndentureIndenture or the Security Documents, the Issuers shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture and the applicable Security Documents relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ ' Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate Officer’s Certificate, in form reasonably and substance satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, all conditions precedentprecedent to be performed or effected by the Issuer, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate Officer’s Certificate, in form and substance reasonably satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, all conditions precedentprecedent to be performed or effected by the Issuers, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ ' Certificate in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ ' Certificate in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedentprecedent and covenants, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent and covenants have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer or the Parent to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ ' Certificate in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Officer's Certificate in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by each of the Issuers to the Trustee to take or refrain from taking any action under this Indenture, each of the Issuers shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ ' Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer or the Guarantor to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer or the Guarantor, as the case may be, shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Officer's Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee, if the Trustee at the request of the Trusteeso requests: (ai) an Officers’ Officer’s Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (bii) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer and the Parent shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate in form reasonably and substance satisfactory to the Trustee and complying with Section 11.05 stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably and substance satisfactory to the Trustee and complying with Section 11.05 stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer or Holdings to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer and/or Holdings, as the case may be, each shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (ai) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (bii) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee, if the Trustee at the request of the Trusteeso requests: (a) an Officers’ Officer’s Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers such Person shall furnish to the Trustee at the request of the Trustee: (aA) an Officers’ ' Certificate (in form and substance reasonably satisfactory to the Trustee Trustee) stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (bB) an Opinion of Counsel (in form and substance reasonably satisfactory to the Trustee Trustee) stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers or any of the Note Guarantors to the Trustee to take or refrain from taking any action under this Indenture, the Issuers or such Note Guarantor shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ ' Certificate in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ ' Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers any Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers such Issuer shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Certificate of such Issuer in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers such Person shall furnish to the Trustee at the request of the Trustee: (aA) an Officers’ ' Certificate (in form and substance reasonably satisfactory to the Trustee Trustee) stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (bB) an Opinion of Counsel (in form and substance reasonably satisfactory to the Trustee Trustee) stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers either Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers each Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (ai) an Officers’ ' Certificate in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (bii) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counselCounsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (ai) an Officers’ ' Certificate in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signerssigner, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (bii) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Officer’s Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Certificate in form reasonably and substance satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably and substance satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signerssigner, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel Counsel, subject to customary assumptions and exclusions, in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Officer's Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Certificate Officer’s Certificate, in form reasonably and substance satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, all conditions precedentprecedent to be performed or effected by the Issuers or the Guarantors, if applicable, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (ai) an Officers’ ' Certificate in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signerssigner, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (bii) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee:: 100 (a) an Officers’ ' Certificate in form reasonably and substance satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably and substance satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with; provided, however, that with respect to matters of fact an Opinion of Counsel may rely on an Officers' Certificate or certificates of public officials.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, except upon the Issuers initial issuance of Notes hereunder, the Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate ' Certificate, in form reasonably and substance satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent relating to the proposed action have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, such action is authorized or permitted by this Indenture and that all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company, the Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Company and the Issuer shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Officer‟s Certificate in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer and the Parent shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Certificate in form reasonably and substance satisfactory to the Trustee and complying with Section 11.04 stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably and substance satisfactory to the Trustee and complying with Section 11.04 stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ ' Certificate of each Issuer in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Officer’s Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signerssigner, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel Counsel, subject to customary assumptions and exclusions, in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this IndentureIndenture (except in connection with the original issuance of Securities on the date hereof), the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ ' Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this IndentureIndenture after the date hereof, the Issuers shall furnish to the Trustee at the request of the Trustee: (aTrustee:(1) an Officers’ ' Certificate in form reasonably and substance satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (band(2) an Opinion of Counsel in form reasonably and substance satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ Certificate Certificate, in form reasonably and substance satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, all conditions precedentprecedent to be performed or effected by each of the Issuers, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, any and all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company or any Issuer to the Trustee to take or refrain from taking any action under this Indenturehereunder, the Issuers Company or such Issuer shall furnish to the Trustee at the request of the Trustee: (a1) an Officers’ ' Certificate of the Company or the Issuer, as the case may be, in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture herein relating to the proposed action have been complied with; and (b2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take or refrain from taking any action under this IndentureIndenture (except in connection with the issuance of Notes on the date hereof), the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (ai) an Officers’ Officer’s Certificate in form reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (bii) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee at the request of the Trustee: (a) an Officers’ Certificate Certificate, in form and substance reasonably satisfactory to the Trustee Trustee, stating that, in the opinion of the signers, all conditions precedentprecedent to be performed or effected by the Issuers, if any, provided for in this Indenture relating to the proposed action have been complied with; and (b) an Opinion of Counsel in form reasonably satisfactory to the Trustee stating that, in the opinion of such counsel, any and all such conditions precedent have been complied with.