Common use of Certificates of the Company Clause in Contracts

Certificates of the Company. The Company will furnish to the Trustee and the Collateral Agent prior to any proposed release of any portion or all of the Collateral (a) all documents required by the TIA, (b) an Officer's Certificate requesting a release of collateral and describing the property to be so released and (c) an Opinion of Counsel to the effect that such accompanying documents constitute all documents required by the TIA. The Trustee and the Collateral Agent may, to the extent permitted by Sections 7.01 and 7.02 hereof, accept as conclusive evidence of compliance with the foregoing provisions the statements contained in such instruments.

Certificates of the Company. The Company will and the Guarantors shall furnish to the Trustee and the Collateral Agent Agent, prior to any each proposed release of any portion or all of Note Collateral pursuant to the Collateral Documents (ai) all documents required by TIA Section 314(d) and the TIA, (b) an Officer's Certificate requesting a release of collateral and describing the property to be so released Collateral Documents and (cii) an Opinion of Counsel Counsel, which may be rendered by internal counsel to the Company, to the effect that such accompanying documents constitute all documents required by the TIATIA Section 314(d). The Trustee and the Collateral Agent may, to the extent permitted by Sections 7.01 and 7.02 hereof, accept as conclusive evidence of compliance with the foregoing provisions the appropriate statements contained in such instrumentsdocuments.

Certificates of the Company. The Company will shall furnish to the Trustee and the Collateral Agent Agent, prior to any each proposed release of any portion or all of Pledged Collateral pursuant to the Collateral Pledge Agreement, (ai) all documents required by the TIA, TIA (bS)314(d) an Officer's Certificate requesting a release of collateral and describing the property to be so released and (cii) an Opinion of Counsel Counsel, which may be rendered by internal counsel to the Company, to the effect that such accompanying documents constitute all documents required by the TIATIA (S)314(d). The Trustee and the Collateral Agent may, to the extent permitted by Sections 7.01 and 7.02 hereof, accept as conclusive evidence of compliance with the foregoing provisions the appropriate statements contained in such instrumentsdocuments and such Opinion of Counsel.

Certificates of the Company. The Company will and the Guarantors shall furnish to the Trustee and the Collateral Agent Agent, prior to any each proposed release of any portion or all of Note Collateral pursuant to the Collateral Documents, (ai) all documents required by TIA Section 314(d) and the TIA, (b) an Officer's Certificate requesting a release of collateral and describing the property to be so released Collateral Documents and (cii) an Opinion of Counsel Counsel, which may be rendered by internal counsel to the Company to the effect that such accompanying documents constitute all documents required by the TIATIA Section 314(d). The Trustee and the Collateral Agent may, to the extent permitted by Sections 7.01 and 7.02 hereof, accept as conclusive evidence of compliance with the foregoing provisions the appropriate statements contained in such instrumentsdocuments.

Certificates of the Company. The Company will shall furnish to the Trustee and the Collateral Agent Agent, prior to any each proposed release of any portion or all of Collateral pursuant to the Collateral (a) all documents Agreements, an Officers' Certificate stating that such release complies with the terms of this Indenture and any other documentation required by the TIA, (bSection 314(d) an Officer's Certificate requesting a release of collateral and describing the property to be so released and (c) an Opinion of Counsel to the effect that such accompanying documents constitute all documents required by the TIA. The Trustee and the Collateral Agent may, to the extent permitted by Sections 7.01 and 7.02 hereof, accept as conclusive evidence of compliance with the foregoing provisions the statements contained in such instrumentsOfficers' Certificate.

Certificates of the Company. The Company will shall furnish to the Trustee and the Collateral Agent Trustee, prior to any each proposed release of any portion or all of the Collateral pursuant to the Security Documents, (ai) all documents required by § 314(d) of the TIA, (b) an Officer's Certificate requesting a release of collateral and describing the property to be so released TIA and (cii) an Opinion of Counsel to the effect that such accompanying documents constitute all documents required by § 314(d) of the TIA. The Trustee and the Collateral Agent may, to the extent permitted by Sections 7.01 and 7.02 hereofhereby, accept as conclusive evidence of compliance with the foregoing provisions the appropriate statements contained in such instrumentsdocuments and such Opinion of Counsel.