Compliance Certificate and Opinions. Upon any application or request by the Corporation to the Trustee to take any action under any provision of this Indenture, the Corporation shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.4) shall include: (1) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto; (2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based; (3) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and (4) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 17 contracts
Samples: Junior Subordinated Indenture (First Hawaiian Capital I), Junior Subordinated Indenture (First Coastal Capital Trust), Junior Subordinated Indenture (NTC Capital Iii)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.410.5) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 16 contracts
Samples: Junior Subordinated Indenture (First Bank System Inc), Junior Subordinated Indenture (Greater Bay Bancorp), Junior Subordinated Indenture (Chase Capital Iii)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.4) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 12 contracts
Samples: Indenture (Citizens Funding Trust IV), Indenture (Citizens Banking Corp), Junior Subordinated Indenture (Downey Financial Capital Trust I)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that that, in the opinion of such counsel counsel, all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.4) shall include:
(1a) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3c) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4d) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 12 contracts
Samples: Junior Subordinated Indenture (Sman Capital Trust 1), Junior Subordinated Indenture (Allegiant Bancorp Inc), Junior Subordinated Indenture (American Bancshares Inc \Fl\)
Compliance Certificate and Opinions. (a) Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. .
(b) Every certificate or opinion delivered to the Trustee with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates certificate provided pursuant to Section 10.410.3) shall include:
(1i) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3iii) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4iv) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 11 contracts
Samples: Junior Subordinated Indenture (First Litchfield Financial Corp), Junior Subordinated Indenture (Bluegreen Corp), Junior Subordinated Indenture (Bluegreen Corp)
Compliance Certificate and Opinions. (a) Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation shall Company shall, if requested by the Trustee, furnish to the Trustee an Officers' ’ Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. .
(b) Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates certificate provided pursuant to Section 10.410.3) shall include:
(1i) a statement by each individual signing such certificate or opinion that such individual has read such condition or covenant or condition and the definitions herein relating thereto;
(2ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3iii) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such condition or covenant or condition has been complied with; and
(4iv) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 9 contracts
Samples: Indenture (Anthracite Capital Inc), Junior Subordinated Indenture (Comstock Homebuilding Companies, Inc.), Indenture (Anthracite Capital Inc)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action or request have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents Officers' Certificate and Opinion of Counsel is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.4) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he has made or she has caused to be made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 6 contracts
Samples: Senior Indenture (First American Financial Corp), Senior Indenture (First American Financial Corp), Senior Indenture (First American Financial Corp)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.410.5) shall include:
(1a) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3c) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4d) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 6 contracts
Samples: Junior Subordinated Indenture (Praegitzer Industries Inc), Junior Convertible Subordinated Indenture (Newfield Financial Trust Ii), Junior Convertible Subordinated Indenture (Dayton Superior Capital Trust)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.410.5) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he has made or she has caused to be made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 6 contracts
Samples: Junior Subordinated Indenture (Hl&p Capital Trust Iv), Junior Subordinated Indenture (Hl&p Capital Trust I), Indenture (Provident Capital Trust Iii)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants covenants, the compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that that, in the opinion of such counsel counsel, all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.4) shall include:
(1) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 6 contracts
Samples: Junior Subordinated Indenture (Community Financial Holding Co Inc), Junior Subordinated Indenture (Florida Community Banks Inc), Junior Subordinated Indenture (Peoples Bancorp of North Carolina Inc)
Compliance Certificate and Opinions. (a) Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' ’ Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. .
(b) Every certificate or opinion delivered to the Trustee with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates certificate provided pursuant to Section 10.410.3) shall include:
(1i) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3iii) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4iv) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 5 contracts
Samples: Junior Subordinated Indenture (Wilshire Bancorp Inc), Junior Subordinated Indenture (North State Bancorp), Junior Subordinated Indenture (Mercantile Bancorp, Inc.)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee such certificates and opinions as may be required under the Trust Indenture Act. Each such certificate or opinion shall be given in the form of an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent)’ Certificate, if anyto be given by an officer of the Company, provided for in this Indenture relating to the proposed action have been complied with and or an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent)Counsel, if anyto be given by Counsel, have been complied with, except that and shall comply with the requirements of the Trust Indenture Act and any other requirements set forth in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnishedIndenture. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.4) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 4 contracts
Samples: Junior Subordinated Indenture (Evans Capital Trust III), Trust Agreement (Privatebancorp Capital Trust Iv), Junior Subordinated Indenture (Bridge Statutory Capital Trust I)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company, the Note Issuer or any other Guarantor to the Trustee to take any action under any provision of this Indenture, the Corporation Company, the Note Issuer or such Guarantor shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition precedent or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.410.16) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 4 contracts
Samples: Senior Subordinated Indenture (Fresenius Medical Care Corp), Senior Subordinated Indenture (Fresenius Medical Care Corp), Senior Subordinated Indenture (Fresenius National Medical Care Holdings Inc)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that that, in the opinion of such counsel counsel, all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided regarding conditions or covenants waived by the Holders pursuant to Section 10.410.05) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 4 contracts
Samples: Junior Subordinated Indenture (Highlands Capital Trust I), Junior Subordinated Indenture (Resource Capital Trust I), Junior Subordinated Indenture (Guaranty Capital Trust I)
Compliance Certificate and Opinions. (a) Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. .
(b) Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates certificate provided pursuant to Section 10.410.3) shall include:
(1i) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3iii) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4iv) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 3 contracts
Samples: Junior Subordinated Indenture (Meadowbrook Insurance Group Inc), Junior Subordinated Indenture (Tower Group, Inc.), Junior Subordinated Indenture (Pxre Group LTD)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.4) shall include:
(1) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 3 contracts
Samples: Junior Subordinated Indenture (CCC Capital Trust Ii), Junior Subordinated Indenture (Seacoast Financial Services Corp), Junior Subordinated Indenture (Seacoast Financial Services Corp)
Compliance Certificate and Opinions. Upon any application or request by the Corporation or the Guarantor to the Trustee to take any action under any provision of this Indenture, the Corporation or the Guarantor, as the case may be, shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.4) shall include:
(1) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 3 contracts
Samples: Junior Subordinated Indenture (Popular North America Capital Trust Iii), Junior Subordinated Indenture (Banponce Corp), Junior Subordinated Indenture (Popular North America Capital Trust I)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.4) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he has made or she has caused to be made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 3 contracts
Samples: Junior Subordinated Indenture (First Tennessee National Corp), Junior Subordinated Indenture (Integon Capital I), Junior Subordinated Indenture (First Tennessee Capital Iv)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation shall Company will furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants covenants, compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.410.5) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he has made or she has caused to be made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 3 contracts
Samples: Indenture (Gentiva Health Services Inc), Indenture (Txi Capital Trust I), Indenture (Caremark Rx Inc)
Compliance Certificate and Opinions. Upon any application or request by the Corporation to the Trustee to take any action under any provision of this Indenture, the Corporation shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.4) shall include:
(1a) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3c) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4d) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 3 contracts
Samples: Junior Subordinated Indenture (Scana Corp), Junior Subordinated Indenture (South Carolina Electric & Gas Co), Junior Subordinated Indenture (Scana Corp)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.410.5) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he has made or she has caused to be made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 3 contracts
Samples: Junior Subordinated Indenture (Mbna Capital C), Junior Subordinated Indenture (Chase Capital Iii), Junior Subordinated Indenture (Mbna Capital V)
Compliance Certificate and Opinions. Upon any application ----------------------------------- or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that that, in the opinion of such counsel counsel, all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided regarding conditions or covenants waived by the Holders pursuant to Section 10.410.05) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 2 contracts
Samples: Junior Subordinated Indenture (Commonwealth Bankshares Inc), Junior Subordinated Indenture (Commonwealth Bankshares Inc)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants covenants, compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.410.5) shall include:
(1a) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3c) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4d) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 2 contracts
Samples: Merger Agreement (Capital Senior Living Corp), Merger Agreement (Ilm Ii Senior Living Inc /Va)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel that all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided regarding conditions or covenants waived by the Holders pursuant to Section 10.410.05) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 2 contracts
Samples: Junior Subordinated Indenture (Usb Holding Co Inc), Junior Subordinated Indenture (Usb Holding Co Inc)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.410.5) shall include:
(1a) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3c) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4d) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 2 contracts
Samples: Indenture (Big Flower Holdings Inc), Indenture (United Rentals Inc /De)
Compliance Certificate and Opinions. (a) Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee Trustee, if requested by the Trustee, an Officers' ’ Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. .
(b) Every certificate or opinion delivered to the Trustee with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates certificate provided pursuant to Section 10.410.3) shall include:
(1i) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3iii) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4iv) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 2 contracts
Samples: Junior Subordinated Indenture (First Acceptance Corp /De/), Junior Subordinated Indenture (First Acceptance Corp /De/)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.41004) shall include:
(1) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 2 contracts
Samples: Junior Subordinated Indenture (Everest Re Group LTD), Junior Subordinated Indenture (Everest Re Capital Trust Iii)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' ’ Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.410.05) shall include:
(1a) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3c) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4d) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 2 contracts
Samples: Junior Subordinated Indenture (Nationwide Financial Services Inc/), Junior Subordinated Indenture (Nationwide Financial Services Inc/)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any an action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.4Sections 2.03 and 9.06) shall include:
(1a) a statement by that each individual signing such certificate or opinion that such individual has read such condition or covenant or condition and the definitions herein relating thereto;
(2b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3c) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such condition or covenant or condition has been complied with; and
(4d) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 2 contracts
Samples: Senior Indenture (Amerus Group Co/Ia), Senior Indenture (AmerUs Capital V)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' ` Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants covenants; compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.4) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; , and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 2 contracts
Samples: Junior Subordinated Indenture (Silicon Valley Bancshares), Junior Subordinated Indenture (Silicon Valley Bancshares)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.410.05) shall include:
(1a) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3c) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as in his or her reasonable judgment is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4d) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 2 contracts
Samples: Indenture (Western Wireless Corp), Indenture (Western Wireless Corp)
Compliance Certificate and Opinions. (a) Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. .
(b) Every certificate or opinion delivered to the Trustee with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates certificate provided pursuant to Section 10.410.3) shall include:
(1i) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3iii) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4iv) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 2 contracts
Samples: Junior Subordinated Indenture (Stifel Financial Corp), Junior Subordinated Indenture (Stifel Financial Corp)
Compliance Certificate and Opinions. Upon any application or request by the Corporation to the Trustee to take any action under any provision of this Indenture, the Corporation shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.4) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 2 contracts
Samples: Junior Subordinated Indenture (Riggs Capital Ii), Junior Subordinated Indenture (Riggs National Corp)
Compliance Certificate and Opinions. (a) Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. .
(b) Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates certificate provided pursuant to Section 10.4SECTION 10.3) shall include:
(1i) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3iii) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4iv) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 2 contracts
Samples: Junior Subordinated Indenture (Bankatlantic Bancorp Inc), Junior Subordinated Indenture (Bankatlantic Bancorp Inc)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel such action is authorized or permitted by this Indenture and all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.4) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he has made or she has caused to be made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 2 contracts
Samples: Indenture (Comerica Capital Trust Ii), Indenture (Comerica Inc /New/)
Compliance Certificate and Opinions. (a) Upon any application or request by the Corporation Company or the Guarantor to the Trustee to take any action under any provision of this Indenture, the Corporation Company or the Guarantor shall furnish to the Trustee an Officers' ’ Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. .
(b) Every certificate or opinion delivered to the Trustee with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates certificate provided pursuant to Section 10.410.3) shall include:
(1i) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3iii) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4iv) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 2 contracts
Samples: Junior Subordinated Indenture (Capitalsource Inc), Junior Subordinated Indenture (Mills Corp)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.41005) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 1 contract
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this 19 12 Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.410.06) shall include:
(1a) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3c) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4d) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Indenture (Hartford Life Inc)
Compliance Certificate and Opinions. (a) Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' ’ Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. [TPW: NYLEGAL:665375.4] 20965-00009 07/19/2007 07:27 PM
(b) Every certificate or opinion delivered to the Trustee with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates certificate provided pursuant to Section 10.410.3) shall include:
(1i) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3iii) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4iv) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Junior Subordinated Indenture (Independent Bank Corp /Mi/)
Compliance Certificate and Opinions. (a) Upon any application or request by the Corporation Company or the Guarantor to the Trustee to take any action under any provision of this Indenture, the Corporation shall Company or the Guarantor, as the case may be, shall, if requested by the Trustee, furnish to the Trustee an Officers' ’ Certificate or a Directors’ Certificate, as the case may be, stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. .
(b) Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates certificate provided pursuant to Section 10.410.3) shall include:
(1i) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3iii) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4iv) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Junior Subordinated Indenture (Flagstone Reinsurance Holdings LTD)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel that all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided regarding conditions or covenants waived by the Holders pursuant to Section 10.410.05) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.not
Appears in 1 contract
Samples: Junior Subordinated Indenture (North Fork Capital Trust I)
Compliance Certificate and Opinions. (a) Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. .
(b) Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates certificate provided pursuant to Section 10.410.3) shall include:
(1i) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;; EXHIBIT D
(2ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3iii) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4iv) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 1 contract
Compliance Certificate and Opinions. Upon any ----------------------------------- application or request by the Corporation Company to the Trustee to take any an action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.4Sections 2.03 and 9.06) shall include:
(1a) a statement by that each individual signing such certificate or opinion that such individual has read such condition or covenant or condition and the definitions herein relating thereto;
(2b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3c) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such condition or covenant or condition has been complied with; and
(4d) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Indenture (Metris Companies Inc)
Compliance Certificate and Opinions. Upon any ------------------------------------ application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel that all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided regarding conditions or covenants waived by the Holders pursuant to Section 10.410.05) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Junior Subordinated Indenture (Central Fidelity Capital Trust I)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in
(1) Not in Meristar. the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.41006) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Senior Indenture (Universal American Financial Corp)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take or refrain from taking any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action or inaction, as the case may be, have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition precedent or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.410.15) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Senior Subordinated Indenture (Superior National Insurance Group Inc)
Compliance Certificate and Opinions. (a) Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Officers= Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. .
(b) Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates certificate provided pursuant to Section 10.410.3) shall include:
(1i) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2ii) a brief statement as to the nature and scope of the examination examin- ation or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3iii) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to herto express an informed opinion as to whether or not such covenant or condition condi- tion has been complied with; and
(4iv) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 1 contract
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.410.05) shall include:
(1a) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3c) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4d) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 1 contract
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' ’ Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.4) shall include:
(1a) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3c) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4d) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Junior Subordinated Indenture (Lincoln National Corp)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Success Bancshares to the Trustee to take any action under any provision of this Indenture, the Corporation Success Bancshares shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that that, in the opinion of such counsel counsel, all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.4) shall include:
(1) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Junior Subordinated Indenture (Success Bancshares Inc)
Compliance Certificate and Opinions. Upon any application or request by the Corporation to the Trustee to take any action under any provision of this Indenture, the Corporation shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.4) shall include:: 121
(1a) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3c) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4d) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 1 contract
Compliance Certificate and Opinions. Upon any application or request by the Corporation Bank or the Debenture Guarantor to the Trustee to take any action under any provision of this Indenture, the Corporation Bank or the Debenture Guarantor, as applicable, shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.4) shall include:
(1) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Junior Subordinated Indenture (Zions Institutional Capital Trust A)
Compliance Certificate and Opinions. (a) Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' ’ Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel Counsel, if required by the Trustee, stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. .
(b) Every certificate or opinion delivered to the Trustee with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates certificate provided pursuant to Section 10.410.3) shall include:
(1i) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3iii) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4iv) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Junior Subordinated Indenture (Middlefield Banc Corp)
Compliance Certificate and Opinions. (a) Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation shall Company shall, if requested by the Trustee, furnish to the Trustee an Officers' ’ Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. .
(b) Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates certificate provided pursuant to Section 10.410.3) shall include:
(1i) a statement by each individual signing such certificate or opinion that such individual has read such condition or covenant or condition and the definitions herein relating thereto;
(2ii) a brief statement as to the nature and scope of the examination review or investigation inquiry upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3iii) a statement that, in the opinion of such individual, he or she has made such examination review or investigation inquiry as is necessary to enable him or her to express an informed opinion as to whether or not such condition or covenant or condition has been complied with; and
(4iv) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied withwith in all material respects.
Appears in 1 contract
Samples: Junior Subordinated Indenture (New Century Financial Corp)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Subordinated Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Subordinated Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Subordinated Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Subordinated Indenture (other than the certificates provided pursuant to Section 10.410.5) shall include:
(1a) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3c) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4d) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Junior Convertible Subordinated Indenture (Tower Automotive Inc)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates certificate provided pursuant to Section 10.410.3) shall include:
(1) : a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) ; a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) ; a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) and a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 1 contract
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel that all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided regarding conditions or covenants waived by the Holders pursuant to Section 10.410.5) shall include:
: (1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
; (2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
; (3) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
and (4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Junior Subordinated Indenture (Republic New York Capital Iv)
Compliance Certificate and Opinions. Upon any ------------------------------------ application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Officers Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.410.05) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he has made or she has caused to be made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Junior Subordinated Indenture (National Commerce Financial Corp)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' ’ Certificate stating that all conditions precedent (including covenants covenants, the compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that that, in the opinion of such counsel counsel, all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.4) shall include:
(1) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 1 contract
Compliance Certificate and Opinions. (a) Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation shall Company shall, if requested by the Trustee, furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with; provided, except that that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished.
(b) Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates certificate provided pursuant to Section 10.410.3) shall include:
(1i) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3iii) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4iv) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Indenture (Anthracite Capital Inc)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.4) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 1 contract
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition precedent or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.410.15) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Senior Subordinated Indenture (Symons International Group Inc)
Compliance Certificate and Opinions. (a) Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' ’ Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. [TPW: NYLEGAL:665375.4] 20965-00009 07/19/2007 07:27 PM (b) Every certificate or opinion delivered to the Trustee with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates certificate provided pursuant to Section 10.410.3) shall include:
(1i) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3iii) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4iv) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 1 contract
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition precedent or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.410.16) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Senior Subordinated Indenture (Fresenius National Medical Care Holdings Inc)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, provided for in this Indenture 18 18 relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel that all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided regarding conditions or covenants waived by the Holders pursuant to Section 10.410.05) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 1 contract
Compliance Certificate and Opinions. Upon any ----------------------------------- application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.410.5) shall include:
(1a) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3c) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4d) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Indenture (Alcoa Inc)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.41005) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 1 contract
Compliance Certificate and Opinions. (a) Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation shall Company shall, if requested by the Trustee, furnish to the Trustee an Officers' ’ Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. .
(b) Every certificate or opinion delivered to the Trustee with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates certificate provided pursuant to Section 10.410.3) shall include:
(1i) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3iii) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4iv) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Junior Subordinated Indenture (Impac Mortgage Holdings Inc)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.4) shall include:
(1) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of such individual, he or she has made or caused to be made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Junior Subordinated Indenture (Pennsylvania Power & Light Co /Pa)
Compliance Certificate and Opinions. (a) Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. .
(b) Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates certificate provided pursuant to Section 10.410.3) shall include:
(1) : a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) ; a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) ; a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) and a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Junior Subordinated Indenture (Bank of Kentucky Financial Corp)
Compliance Certificate and Opinions. Upon any application ------------ ------------------------------------ or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Officer's Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.410.5) shall include:
(1) a statement by that each such individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation undertaken by such individual upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of such individual, he or she such individual has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Junior Subordinated Indenture (Chittenden Capital Trust I)
Compliance Certificate and Opinions. (a) Upon any application or request by the Corporation Company or the Guarantor to the Trustee to take any action under any provision of this Indenture, the Corporation Company or the Guarantor shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. .
(b) Every certificate or opinion delivered to the Trustee with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates certificate provided pursuant to Section 10.410.3) shall include:
(1i) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3iii) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4iv) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Junior Subordinated Indenture (MortgageIT Holdings, Inc.)
Compliance Certificate and Opinions. (a) Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation shall Company shall, if requested by the Trustee, furnish to the Trustee an Officers' ’ Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with; provided, except that that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished.
(b) Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates certificate provided pursuant to Section 10.410.3) shall include:
(1i) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3iii) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4iv) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Indenture (Anthracite Capital Inc)
Compliance Certificate and Opinions. Upon Except as otherwise expressly provided in this Indenture, upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that provided that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.4) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Junior Subordinated Indenture (American General Corp /Tx/)
Compliance Certificate and Opinions. (a) Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' ’ Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. .
(b) Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates certificate provided pursuant to Section 10.410.3) shall include:
(1i) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3iii) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4iv) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Junior Subordinated Indenture (American Safety Insurance Holdings LTD)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture (including any covenant compliance that constitutes a condition precedent) relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the annual certificates provided delivered pursuant to Section 10.41017) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed 28 opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 1 contract
Compliance Certificate and Opinions. (a) Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. .
(b) Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates certificate provided pursuant to Section 10.410.3) shall include:
(1i) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3iii) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4iv) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 1 contract
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' ’ Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that that, in the opinion of such counsel counsel, all such conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.4) shall include:
(1a) a statement by each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3c) a statement that, in the opinion of such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4d) a statement as to whether, in the opinion of such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Junior Subordinated Indenture (American Safety Insurance Group LTD)
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent (including covenants compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel that all legal matters contained within such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided regarding conditions or covenants waived by the Holders pursuant to Section 10.410.05) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 1 contract
Compliance Certificate and Opinions. Upon any application or request by the Corporation Company to the Trustee to take any action under any provision of this Indenture, the Corporation Company shall furnish to the Trustee an Officers' Officer's Certificate stating that all conditions precedent (including covenants covenants, compliance with which constitutes a condition precedent), if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent (including covenants compliance with which constitutes constitute a condition precedent), if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture (other than the certificates provided pursuant to Section 10.410.5) shall include:
(1) a statement by that each individual signing such certificate or opinion that such individual has read such covenant or condition and the definitions herein relating thereto;
(2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions of such individual contained in such certificate or opinion are based;
(3) a statement that, in the opinion of each such individual, he or she has made such examination or investigation as is necessary to enable him or her to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Junior Subordinated Indenture (Banknorth Capital Trust Ii)
