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

Certificate and Opinion as to Conditions. Upon any request or application by the Company to the Trustee to take or refrain from taking any action under this Indenture, the Company shall furnish to 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.

Appears in 12 contracts

Samples: Indenture (Amc Entertainment Holdings, Inc.), Indenture (Amc Entertainment Holdings, Inc.), Indenture (Amc Entertainment Holdings, Inc.)

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Certificate and Opinion as to Conditions. Upon Except as otherwise specified in this Indenture, upon any request or application by the Company to the Trustee to take or refrain from taking any action under this Indenture, the Company shall furnish to 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.

Appears in 4 contracts

Samples: Indenture (Amc Entertainment Holdings, Inc.), Indenture (Amc Entertainment Holdings, Inc.), Indenture (Amc Entertainment Holdings, Inc.)

Certificate and Opinion as to Conditions. Upon any request or application by the Company to the Trustee to take or refrain from taking any action under this Indenture, other than the authentication of the Initial Securities on the date hereof, the Company shall furnish to 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.

Appears in 3 contracts

Samples: Indenture (Amc Entertainment Inc), Indenture (Marquee Holdings Inc.), Indenture (Amc Entertainment Inc)

Certificate and Opinion as to Conditions. Precedent. --------- Upon any request or application by the Company to the Trustee to take or refrain from taking any action under this Indenture, the Company shall furnish to the Trustee: (a1) an Officers' Certificate (which shall include the statements set forth in form and substance reasonably satisfactory to the Trustee Section 13.05) 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 (which shall include the statements set forth in form and substance reasonably satisfactory to the Trustee Section 13.05) stating that, in the opinion of such counsel, all such conditions precedent have been complied with.

Appears in 2 contracts

Samples: Indenture (Assisted Living Concepts Inc), Indenture (Assisted Living Concepts Inc)

Certificate and Opinion as to Conditions. Precedent. Upon any request or application by the Company to the Trustee to take --------- or refrain from taking any action under this Indenture, the Company shall furnish to 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.

Appears in 2 contracts

Samples: Indenture (Seacor Smit Inc), Indenture Agreement (Levi Strauss & Co)

Certificate and Opinion as to Conditions. Upon any request or application by the Company to the Trustee to take or refrain from taking any action under this Indenture, the Company shall furnish to 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.

Appears in 2 contracts

Samples: Indenture (National CineMedia, LLC), Indenture (National CineMedia, LLC)

Certificate and Opinion as to Conditions. Precedent. --------- Upon any request or application by the Company to the Trustee to take or refrain from taking any action under this Indenture, the Company shall furnish to 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 by the Company, 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 to be performed by the Company, if any, provided for in this Indenture relating to the proposed action have been complied with.

Appears in 2 contracts

Samples: Indenture (Therma Wave Inc), Indenture (Therma Wave Inc)

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

Appears in 2 contracts

Samples: Indenture (Eastman Kodak Co), Indenture (Eastman Kodak Co)

Certificate and Opinion as to Conditions. Precedent. Upon any request or application by the Company to the Trustee to --------- take or refrain from taking any action under this Indenture, the Company shall furnish to 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.

Appears in 2 contracts

Samples: Indenture (Lowes Companies Inc), Indenture (Lowes Companies Inc)

Certificate and Opinion as to Conditions. Precedent. Upon any request or application by the Company to the Trustee to take or refrain from taking --------- any action under this Indenture, the Company shall furnish to 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.

Appears in 2 contracts

Samples: Indenture (Pmi Group Inc), Indenture (Greater Bay Bancorp)

Certificate and Opinion as to Conditions. Precedent. Upon any request or application by --------- the Company to the Trustee to take or refrain from taking any action under this Indenture, the Company shall furnish to 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 precedent, if any, provided for in this Indenture relating to the proposed action have been complied with.

Appears in 1 contract

Samples: Indenture (Delco Remy International Inc)

Certificate and Opinion as to Conditions. Precedent. ---------- Upon any request or application by the Company to the Trustee trustee to take or refrain from taking any action under this Indenture, the Company shall furnish to the Trustee:: 80 74 (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 by the Company, 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 to be performed by the Company, if any, provided for in this Indenture relating to the proposed action have been complied with.

Appears in 1 contract

Samples: Indenture (Hutchinson Products Corp)

Certificate and Opinion as to Conditions. Upon any request or application by the Company to the Trustee to take or refrain from taking any action under this Indenture, other than the authentication of the Initial Securities on the date hereof, the Company shall furnish to 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.

Appears in 1 contract

Samples: Indenture (Amc Entertainment Inc)

Certificate and Opinion as to Conditions. Precedent. ---------- Upon any request or application by the Company to the Trustee to take or refrain from taking any action under this Indenture, the Company shall furnish to 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.

Appears in 1 contract

Samples: Indenture (Franklin Resources Inc)

Certificate and Opinion as to Conditions. Precedent. Upon any request or application by the Company to --------- the Trustee to take or refrain from taking any action under this Indenture, the Company shall furnish to 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.

Appears in 1 contract

Samples: Indenture (Icg Services Inc)

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Certificate and Opinion as to Conditions. Precedent. --------- Upon any request or application by the Company to the Trustee to take or refrain from taking any action under this Notes Indenture, the Company shall furnish to 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 by the Company, if any, provided for in this Notes 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 to be performed by the Company, if any, provided for in this Notes Indenture relating to the proposed action have been complied with.

Appears in 1 contract

Samples: Notes Indenture (Wec Co)

Certificate and Opinion as to Conditions. Precedent. Upon any request or application by the Company or any Guarantor to the Trustee to take or refrain from taking any action under this Indenture, the Company such Person shall furnish to 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 withmet; 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 withmet.

Appears in 1 contract

Samples: Indenture (Doskocil Manufacturing Co Inc)

Certificate and Opinion as to Conditions. Precedent. Upon any request or application by the Company to the Trustee to take ---------- or refrain from taking any action under this Indenture, the Company shall furnish to 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.

Appears in 1 contract

Samples: Euro Indenture (Levi Strauss & Co)

Certificate and Opinion as to Conditions. Precedent. Upon any request or application by the Company to the Trustee to take or refrain from taking any action under this Indenture, the Company shall furnish to 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.

Appears in 1 contract

Samples: Indenture (Wec Capital Trust Ii)

Certificate and Opinion as to Conditions. Precedent. Upon any request or application by the Company to the --------- Trustee to take or refrain from taking any action under this Indenture, the Company shall furnish to 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 proposed.action have been complied with; and (b2) an Opinion 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.

Appears in 1 contract

Samples: Indenture (Premier Parks Inc)

Certificate and Opinion as to Conditions. Precedent. --------- Upon any request or application by the Company to the Trustee to take or refrain from taking any action under this Indenture, the Company shall furnish to the TrusteeTrustees: (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, that in the opinion of such counsel, all such conditions precedent have been complied with.

Appears in 1 contract

Samples: Indenture (Synetic Inc)

Certificate and Opinion as to Conditions. Precedent. Upon any request or application by the Company to the --------- Trustee to take or refrain from taking any action under this Indenture, the Company shall furnish to 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 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.

Appears in 1 contract

Samples: Indenture (Telegroup Inc)

Certificate and Opinion as to Conditions. Upon any request or application by the Company to the Trustee to take or refrain from taking any action under this Indenture, the Company shall furnish to 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.

Appears in 1 contract

Samples: Indenture (Amc Entertainment Inc)

Certificate and Opinion as to Conditions. Precedent. Upon any request or application by the Company to the Trustee to take or refrain from taking any action under this Indenture, the Company shall furnish to the Trustee: Trustee upon request: (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 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.

Appears in 1 contract

Samples: Indenture (Krystal Company)

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