Common use of Certificates of the Issuer Clause in Contracts

Certificates of the Issuer. (a) An Officer's Certificate from the Issuer, dated as of the Series Issuance Date, stating: (i) that no Default has occurred and is continuing under this Indenture and that the issuance of the Transition Bonds applied for will not result in any Default; (ii) that the Issuer has appointed the firm of independent certified public accountants as contemplated in Section 8.05; (iii) that attached thereto are duly executed, true and complete copies of the Sale Agreement and the Servicing Agreement; (iv) that all filings with the PUC pursuant to the Statute and all UCC financing statements with respect to the Collateral which are required to be filed by the terms of the Sale Agreement, the Servicing Agreement or this Indenture have been filed as required; and (v) that all conditions precedent provided in the Indenture relating to the authentication and delivery of the Transition Bonds have been complied with. (b) An Officer's Certificate from the Seller, dated as of the Series Issuance Date, to the effect that, in the case of the Intangible Transition Property to be transferred to the Issuer on such date immediately prior to the conveyance thereof to the Issuer pursuant to the Sale Agreement: (i) the Seller is the sole owner of such Intangible Transition Property; such Intangible Transition Property has been validly transferred and sold to the Issuer free and clear of all Liens (other than Liens created by the Issuer pursuant to this Indenture); the Seller has the corporate power and authority to own, sell and assign such Intangible Transition Property to the Issuer; and the Seller has duly authorized such sale and assignment to the Issuer by all necessary corporate action; and (ii) the attached copy of the Qualified Rate Order creating such Intangible Transition Property is true and correct and is in full force and effect.

Certificates of the Issuer. (a) An Officer's Certificate from the Issuer, dated as of the Series Issuance Date, stating: (i) that no Default has occurred and is continuing under this Indenture and that the issuance of the Transition Bonds applied for will not result in any Default; (ii) that the Issuer has appointed the firm of independent certified public accountants as contemplated in Section 8.05; (iii) that attached thereto are duly executed, true and complete copies of the Transfer Agreement, the Sale Agreement and the Servicing Agreement; (iv) that all filings with the PUC pursuant to the Statute and all UCC financing statements with respect to the Collateral which are required to be filed by the terms of the Transfer Agreement, the Sale Agreement, the Servicing Agreement or this Indenture have been filed as required; and (v) that all conditions precedent provided in the Indenture relating to the authentication and delivery of the Transition Bonds have been complied with. (b) An Officer's Certificate from the Transferor, dated as of the Series Issuance Date, to the effect that, in the case of the Intangible Transition Property to be transferred to the Seller on such date immediately prior to the conveyance thereof to the Seller pursuant to the Transfer Agreement: (i) the Transferor is the sole owner of such Intangible Transition Property; such Intangible Transition Property has been validly transferred and sold to the Seller free and clear of all Liens (other than Liens created by the Issuer pursuant to this Indenture); the Transferor has the corporate power and authority to own, sell and assign such Intangible Transition Property to the Seller; and the Transferor has duly authorized such sale and assignment to the Seller by all necessary corporate action; and (ii) the attached copy of the Qualified Rate Order creating such Intangible Transition Property is true and correct and is in full force and effect. (c) An Officer's Certificate from the Seller, dated as of the Series Issuance Date, to the effect that, in the case of the Intangible Transition Property to be transferred to the Issuer on such date immediately prior to the conveyance thereof to the Issuer pursuant to the Sale Agreement: (i) : the Seller is the sole owner of such Intangible Transition Property; such Intangible Transition Property has been validly transferred and sold to the Issuer free and clear of all Liens (other than Liens created by the Issuer pursuant to this Indenture); the Seller has the corporate power and authority to own, sell and assign such Intangible Transition Property to the Issuer; and the Seller has duly authorized such sale and assignment to the Issuer by all necessary corporate action; and (ii) the attached copy of the Qualified Rate Order creating such Intangible Transition Property is true and correct and is in full force and effect.