Common use of Compliance Certificate; Notice of Default Clause in Contracts

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within 90 days after the end of each of the Company's fiscal years, an Officers' Certificate (signed by the principal executive officer, principal financial officer and principal accounting officer) stating that a review of its activities and the activities of its Subsidiaries during the preceding fiscal year has been made under the supervision of the signing officers with a view to determining whether it has kept, observed, performed and fulfilled its Obligations under this Indenture and further stating, as to each such officer signing such certificate, that to the best of his knowledge the Company during such preceding fiscal year has kept, observed, performed and fulfilled each and every such Obligation and no Default or Event of Default has occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status in reasonable detail. The Officers' Certificate shall also notify the Trustee should the Company elect to change the manner in which it fixes its fiscal year end.

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within 90 ninety (90) days after the end of each of the Company's fiscal yearsyear, an Officers' Certificate (signed by the principal executive officer, principal financial officer and principal accounting officer) stating that a review of its activities and the activities of its Subsidiaries during the preceding fiscal year has been made under the supervision of the signing officers Officers (one of whom is the principal executive officer, principal financial officer or principal accounting officer) with a view to determining whether it has kept, observed, performed and fulfilled its Obligations obligations under this Indenture and further stating, as to each such officer Officer signing such certificate, that to the best of his such Officer's actual knowledge the Company Holdings during such preceding fiscal year has kept, observed, performed and fulfilled each and every such Obligation condition and covenant under this Indenture and no Default or Event of Default has occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status in reasonable detailwith particularity. The Officers' Certificate shall also notify the Trustee should the Company elect to change the manner in which it fixes its fiscal year end.

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within 90 120 days after the end close of each of fiscal year (which on the Company's fiscal years, date hereof is December 31) an Officers' ’ Certificate (signed by the its principal executive officer, principal financial officer and or principal accounting officerofficer (as such terms are defined in the TIA) stating that a review of its activities and the activities of its Subsidiaries during the preceding fiscal year Company has been made under the supervision of the signing officers with a view to determining whether it has kept, observed, performed and fulfilled its Obligations obligations under this Indenture and further stating, as to each such officer Officer signing such certificate, that to the best of his knowledge such Officer’s knowledge, the Company during such preceding fiscal year has kept, observed, performed and fulfilled each and every such Obligation covenant and no Default or Event of Default has occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status in reasonable detailwith particularity. The Officers' ’ Certificate shall also notify the Trustee should the Company elect to change the manner in which it fixes its fiscal year end.

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within 90 120 days after the end of each of the Company's fiscal yearsyear, an Officers' Certificate (signed by the principal executive officer, principal financial officer and principal accounting officer) stating that a review of its activities and the activities of its Subsidiaries during the preceding fiscal year has been made under the supervision of the signing officers Officers with a view to determining whether it has kept, observed, performed and fulfilled its Obligations obligations under this Indenture and further stating, as to each such officer Officer signing such certificate, that to the best of his knowledge the Company during such preceding fiscal year has kept, observed, performed and fulfilled each and every such Obligation covenant and no Default or Event of Default has occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status in reasonable detailwith particularity. The Officers' Certificate shall also notify the Trustee should the Company elect to change the manner in which it fixes its fiscal year end. For purposes of this Section 4.06(a), one of the Officers signing such Officers' Certificate shall be the Chief Financial Officer, the Chief Executive Officer or the President of the Company.

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within 90 days after the end of each Fiscal Year of the Company's fiscal years, an Officers' Certificate (signed by the principal executive officer, principal financial officer and and/or principal accounting officer) stating that a review of its activities and the activities of its Restricted Subsidiaries during the preceding fiscal year Fiscal Year has been made under the supervision of the signing officers with a view to determining whether it has kept, observed, performed and fulfilled its Obligations obligations under this Indenture and further stating, as to each such officer signing such certificate, that to the best of his such officers' knowledge the Company during such preceding fiscal year Fiscal Year has kept, observed, performed and fulfilled each and every such Obligation obligation and no Default or Event of Default has occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status in reasonable detailwith particularity. The Officers' Certificate shall also notify the Trustee should if the Company elect elects to change the manner in which it fixes its fiscal year Fiscal Year end.

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within 90 days after the end of each of the Company's fiscal yearsyear, an Officers' Certificate (signed by the from any of its principal executive officer, principal financial officer and officer, principal accounting officer) officer or controller stating that a review of its activities and the activities of its Subsidiaries during the preceding fiscal year has been made under the supervision of the signing officers Officers with a view to determining whether it the Company has kept, observed, performed and fulfilled its Obligations obligations under this Indenture and further stating, as to each such officer Officer signing such certificate, that to the best of his such Officer's knowledge the Company during such preceding fiscal year has kept, observed, performed and fulfilled each and every such Obligation covenant in this Indenture and no Default or Event of Default has occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status in reasonable detailwith particularity. The Officers' Certificate shall also notify the Trustee should the Company elect to change the manner in which it fixes its fiscal year end.

Compliance Certificate; Notice of Default. (a) The Company and each Guarantor shall deliver to the Trustee, within 90 ninety (90) days after the end of each of the Company's ’s fiscal yearsyear, an Officers' ’ Certificate (signed by the principal executive officer, principal financial officer and principal accounting officer) stating that a review of its activities and the activities of the Company and its Restricted Subsidiaries during the preceding fiscal year has been made under the supervision of the signing officers Officers (one of whom is the principal executive officer, principal financial officer or principal accounting officer) with a view to determining whether it has they have kept, observed, performed and fulfilled its Obligations their obligations under this Indenture and further stating, as to each such officer Officer signing such certificate, that to the best of his such Officer’s actual knowledge the Company during such preceding fiscal year has kept, observed, performed and fulfilled each and every such Obligation and no Default or Event of Default has occurred during such preceding fiscal year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status in reasonable detailwith particularity. The Officers' ’ Certificate shall also notify the Trustee should the Company elect to change the manner in which it fixes its fiscal year end.

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within 90 days after the end of each of the Company's fiscal yearsyear, which currently ends on November 30 of each year, an Officers' Certificate (signed by the principal executive officer, principal financial officer and principal accounting officer) stating that a review of its activities and the activities of its Subsidiaries during the preceding fiscal year has been made under the supervision of the signing officers Officers with a view to determining whether it the Company has kept, observed, performed and fulfilled its Obligations obligations under this Indenture and further stating, as to each such officer Officer signing such certificate, that to the best of his such Officer's knowledge the Company during such preceding fiscal year has kept, observed, performed and fulfilled each and every such Obligation covenant and no Default or Event of Default has occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status in reasonable detailwith particularity. The Officers' Certificate shall also notify the Trustee should the Company elect to change the manner in which it fixes its fiscal year end.

Compliance Certificate; Notice of Default. (a) The Company Garden State shall deliver to the Trustee, within 90 120 days after the end of each of the Company's fiscal yearsyear, an Officers' Certificate (signed by the principal executive officer, principal financial officer and principal accounting officer) stating that a review of its activities and the activities of its Subsidiaries during the preceding fiscal year has been made under the supervision of the signing officers Officers with a view to determining whether it has kept, observed, performed and fulfilled its Obligations obligations under this Indenture and further stating, as to each such officer Officer signing such certificate, that to the best of his knowledge the Company during such preceding fiscal year has kept, observed, performed and fulfilled each and every such Obligation covenant and no Default or Event of Default has occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status in reasonable detailwith particularity. The Officers' Certificate shall also notify the Trustee should the Company elect to change the manner in which it fixes its fiscal year end. For purposes of this Section 4.06(a), one of the Officers signing such Officers' Certificate shall be the Chief Financial Officer, the Chief Executive Officer or the President of the Company.

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within 90 120 days after the end of each of the Company's fiscal yearsyear, commencing with the fifty-two weeks ending February 1, 1998, an Officers' Certificate (signed by the principal executive officer, principal financial officer and principal accounting officer) stating that a review of its activities and the activities of its Subsidiaries during the preceding fiscal year has been made under the supervision of the signing officers with a view to determining whether it has kept, observed, performed and fulfilled its Obligations obligations under this Indenture and further stating, as to each such officer Officer signing such certificate, that that, to the best of his knowledge such Officer's knowledge, after due inquiry, the Company during such preceding fiscal year has kept, observed, performed and fulfilled each and every such Obligation covenant under this Indenture, and that no Default or Event of Default has occurred during such year year, and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status in reasonable detailwith particularity. The Officers' Certificate shall also notify the Trustee should the Company elect to change the manner in which it fixes its fiscal year end.

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within 90 120 days after the end of each of the Company's ’s fiscal yearsyear, an Officers' ’ Certificate (signed by the principal executive officer, principal financial officer and principal accounting officer) stating that a review of its activities and the activities of its Subsidiaries during the preceding fiscal year has been made under the supervision of the signing officers with a view to determining whether it has kept, observed, performed and fulfilled its Obligations obligations under this Indenture and further stating, as to each such officer Officer signing such certificate, that that, to the best of his knowledge such Officer’s knowledge, after due inquiry, the Company during such preceding fiscal year has kept, observed, performed and fulfilled each and every such Obligation covenant under this Indenture, and that no Default or Event of Default has occurred during such year year, and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status in reasonable detailwith particularity. The Officers' ’ Certificate shall also notify the Trustee should the Company elect to change the manner in which it fixes its fiscal year end.

Compliance Certificate; Notice of Default. (a) The Company and the Subsidiary Issuer shall each deliver to the Trustee, within 90 days after the end of each of the Company's fiscal yearsyear, an Officers' Certificate (signed by the principal executive officer, principal financial officer and principal accounting officer) stating that a review of its activities and the activities of its Subsidiaries during the preceding fiscal year has been made under the supervision of the signing officers Officers with a view to determining whether it has the Company and Subsidiary Issuer, as the case may be, have kept, observed, performed and fulfilled its Obligations their obligations under this Indenture and further stating, as to each such officer Officer signing such certificate, that to the best of his such Officer's actual knowledge the Company during such preceding fiscal year such Issuer has kept, observed, performed and fulfilled each and every such Obligation covenant and no Default or Event of Default has occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status in reasonable detailwith particularity. The Officers' Certificate shall also notify the Trustee should the Company an Issuer elect to change the manner in which it fixes its fiscal year end.

Compliance Certificate; Notice of Default. (a) The Company Holdings shall deliver to the Trustee, within 90 120 days after the end close of each of fiscal year commencing with the Company's fiscal yearsyear ending December 31, 2005, an Officers' ’ Certificate (signed by the principal executive officer, principal financial officer and principal accounting officer) stating that a review of its activities and the activities of Holdings and its Restricted Subsidiaries during the preceding fiscal year has been made under the supervision of the signing officers Officers with a view to determining whether it Holdings has kept, observed, performed and fulfilled its Obligations obligations under this Indenture and further stating, as to each such officer Officer signing such certificate, that to the best of his knowledge the Company such Officer’s knowledge, Holdings during such preceding fiscal year has kept, observed, performed and fulfilled each and every such Obligation covenant in this Indenture and no Default or Event of Default has occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers signing Officers do know of such Default or Event of Default, the certificate shall describe the Default or Event all such Defaults of Default which such signing Officer has actual knowledge and its status in reasonable detailwith particularity. The Officers' ’ Certificate shall also notify the Trustee should the Company Holdings elect to change the manner in which it fixes its fiscal year end.

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within 90 120 days after the end of each of the Company's fiscal years, an Officers' Certificate (signed by the principal executive officer, principal financial officer and principal accounting officer) stating that a review of its activities and the activities of its Restricted Subsidiaries during the preceding fiscal year has been made under the supervision of the signing officers with a view to determining whether it has kept, observed, performed and fulfilled its Obligations obligations under this Indenture and further stating, as to each such officer signing such certificate, that to the best of his knowledge the Company during such preceding fiscal year has kept, observed, performed and fulfilled each and every such Obligation obligation and no Default or Event of Default has occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status in reasonable detailwith particularity. The Officers' Certificate shall also notify the Trustee should the Company elect to change the manner in which it fixes its fiscal year end.

Compliance Certificate; Notice of Default. (a) The Company Holdings shall deliver to the Trustee, within 90 120 days after the end close of each of fiscal year commencing with the Company's fiscal yearsyear ending December 31, 2010, an Officers' ’ Certificate (signed by the principal executive officer, principal financial officer and principal accounting officer) stating that a review of its activities and the activities of Holdings and its Restricted Subsidiaries during the preceding fiscal year has been made under the supervision of the signing officers Officers with a view to determining whether it Holdings has kept, observed, performed and fulfilled its Obligations obligations under this Indenture and further stating, as to each such officer Officer signing such certificate, that to the best of his knowledge the Company such Officer’s knowledge, Holdings during such preceding fiscal year has kept, observed, performed and fulfilled each and every such Obligation covenant in this Indenture and no Default or Event of Default has occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers signing Officers do know of such Default or Event of Default, the certificate shall describe the Default or Event all such Defaults of Default which such signing Officer has actual knowledge and its status in reasonable detailwith particularity. The Officers' ’ Certificate shall also notify the Trustee should the Company Holdings elect to change the manner in which it fixes its fiscal year end.

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within 90 days after the end of each of the Company's fiscal years, an Officers' Certificate (signed by the principal executive officer, principal financial officer and principal accounting officer) stating that a review of its activities and the activities of its Restricted Subsidiaries during the preceding fiscal year has been made under the supervision of the signing officers with a view to determining whether it has kept, observed, performed and fulfilled its Obligations obligations under this Indenture and further stating, as to each such officer signing such certificate, that to the best of his knowledge the Company during such preceding fiscal year has kept, observed, performed and fulfilled each and every such Obligation obligation and no Default or Event of Default has occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status in reasonable detailwith particularity. The Officers' Certificate shall also notify the Trustee should the Company elect to change the manner in which it fixes its fiscal year end.

Compliance Certificate; Notice of Default. (a) The Company Each of Parent and Publishing shall deliver to the Trustee, Trustee within 90 120 days after the end of each of the CompanyPublishing's fiscal years, year an Officers' Certificate (signed by Certificate, complying with Section 314(a)(4) of the principal executive officerTIA, principal financial officer and principal accounting officer) stating that a review of its activities and the activities of its Subsidiaries during the preceding fiscal year has been made under the supervision of the signing officers Officers with a view to determining whether it each has kept, observed, performed and fulfilled its Obligations obligations under this Indenture and further stating, as to each such officer Officer signing such certificate, that to the best of his knowledge the Company each of Parent and Publishing and their Subsidiaries during such preceding fiscal year has kept, observed, performed and fulfilled each and every such Obligation covenant and no event of default under the New Credit Facility, Default or Event of Default has occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such an event of default, Default or Event of Default, the certificate shall describe the event of default, Default or Event of Default and its status in reasonable detailwith particularity. The Officers' Certificate shall also notify the Trustee should the Company Publishing elect to change the manner in which it fixes its fiscal year end.

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within 90 120 days after the end of each of the Company's fiscal yearsyear, an Officers' Certificate (signed by the principal executive officer, principal financial officer and principal accounting officer) stating that a review of its activities and the activities of its Subsidiaries during the preceding fiscal year has been made under the supervision of the signing officers Officers with a view to determining whether it the Company has kept, observed, performed and fulfilled its Obligations obligations under this Indenture and further stating, as to each such officer Officer signing such certificate, that to the best of his knowledge such Officer's knowledge, based on such review, the Company during such preceding fiscal year has kept, observed, performed and fulfilled each and every such Obligation covenant and no Default or Event of Default has occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status in reasonable detailwith particularity. The Officers' Certificate shall also notify the Trustee should the Company elect to change the manner in which it fixes its fiscal year end.

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within 90 120 days after the end close of each of fiscal year (which on the Company's fiscal years, date hereof is December 31) an Officers' Certificate (signed by the its principal executive officer, principal financial officer and or principal accounting officerofficer (as such terms are defined in the TIA) stating that a review of its activities and the activities of its Subsidiaries during the preceding fiscal year Company has been made under the supervision of the signing officers with a view to determining whether it has kept, observed, performed and fulfilled its Obligations obligations under this Indenture and further stating, as to each such officer Officer signing such certificate, that to the best of his knowledge such Officer's knowledge, the Company during such preceding fiscal year has kept, observed, performed and fulfilled each and every such Obligation covenant and no Default or Event of Default has occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status in reasonable detailwith particularity. The Officers' Certificate shall also notify the Trustee should the Company elect to change the manner in which it fixes its fiscal year end.

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within 90 120 days after the end of each of the Company's fiscal yearsyear, an Officers' Certificate (signed by the principal executive officer, principal financial officer and principal accounting officerwhich complies with TIA Section 314(a)(4) stating that a review of its activities and the activities of its Subsidiaries during the preceding fiscal year has been made under the supervision of the signing officers Officers with a view to determining whether it has kept, observed, performed and fulfilled its Obligations covenants and obligations under this Indenture and further stating, as to each such officer Officer signing such certificate, that to the best of his such Officer's knowledge the Company during such preceding fiscal year has kept, observed, performed and fulfilled each and every such Obligation covenant and the obligations contained in this Indenture and the Notes and no Default or Event of Default has occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status in reasonable detailwith particularity. The Officers' Certificate shall also notify the Trustee should the Company elect to change the manner in which it fixes its fiscal year end.

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within 90 120 days after the end of each of the Company's fiscal yearsyear, an Officers' Certificate (signed by the principal executive officer, principal financial officer and principal accounting officer) stating that a review of its activities and the activities of its Subsidiaries during the preceding fiscal year has been made under the supervision of the signing officers Officers with a view to determining whether it the Company has kept, observed, performed and fulfilled its Obligations obligations under this Debenture Indenture and further stating, as to each such officer Officer signing such certificate, that to the best of his knowledge such Officer's knowledge, based on such review, the Company during such preceding fiscal year has kept, observed, performed and fulfilled each and every such Obligation covenant contained in this Debenture Indenture and no Default or Event of Default has occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status in reasonable detailwith particularity. The Officers' Certificate shall also notify the Trustee should the Company elect to change the manner in which it fixes its fiscal year end. Such Officer's Certificate shall comply with TIA Section 314(a)(4).

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within (i) 90 days after the end of each of the Company's fiscal yearsyear, and (ii) 15 days after the Trustee's written request stating that the Trustee has a reasonable basis to believe an Event of Default has occurred, an Officers' Certificate (signed by the principal executive officer, principal financial officer and principal accounting officer) stating that a review of its activities and the activities of its Subsidiaries during the preceding fiscal year year, in the case of (a)(i) of this Section 4.06, or the preceding four fiscal quarters in the case of (a)(ii) of this Section 4.06, has been made under the supervision of the signing officers Officers with a view to determining whether it the Company has kept, observed, performed and fulfilled complied with its Obligations obligations under this Indenture and further stating, as to each such officer Officer signing such certificate, that to the best of his such Officer's knowledge the Company during such preceding fiscal year has kept, observed, performed and fulfilled complied with each and every such Obligation covenant and no Default or Event of Default has occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status in reasonable detailwith particularity. The Officers' Certificate shall also notify the Trustee should the Company elect to change the manner in which it fixes its fiscal year end.

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within 60 days after the end of the Company’s fiscal quarters and within 90 days after the end of each of the Company's ’s fiscal yearsyear, an Officers' ’ Certificate (signed by the principal executive officer, principal financial officer and principal accounting officer) stating that a review of its activities and the activities of its Subsidiaries during the preceding fiscal year period has been made under the supervision of the signing officers Officers with a view to determining whether it has kept, observed, performed and fulfilled its Obligations obligations under this Indenture and further stating, as to each such officer Officer signing such certificate, that to the best of his knowledge knowledge, the Company during such preceding fiscal year period has kept, observed, performed and fulfilled each and every such Obligation covenant and no Default or Event of Default has occurred during such year period and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status in reasonable detailwith particularity. The Officers' ’ Certificate shall also include all calculations necessary to show covenant compliance. The Officers’ Certificate shall also notify the Trustee should the Company elect to change the manner in which it fixes its fiscal year end.

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within 90 120 days after the end of each of the Company's fiscal yearsyear, an Officers' Certificate (signed by the principal executive officer, principal financial officer and principal accounting officer) stating that a review of its activities and the activities of its Subsidiaries during the preceding fiscal year has been made under the supervision of the signing officers Officers with a view to determining whether it the Company has kept, observed, performed and fulfilled its Obligations obligations under this Notes Indenture and further stating, as to each such officer Officer signing such certificate, that to the best of his knowledge such Officer's knowledge, based on such review, the Company during such preceding fiscal year has kept, observed, performed and fulfilled each and every such Obligation covenant contained in the Notes Indenture and no Default or Event of Default has occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status in reasonable detailwith particularity. The Officers' Certificate shall also notify the Trustee should the Company elect to change the manner in which it fixes its fiscal year end. Such Officer's Certificate shall comply with TIA Section 314(a)(4).

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within 90 120 days after the end of each of the Company's fiscal yearsyear, an Officers' Certificate (signed by the principal executive officer, principal financial officer and principal accounting officer) stating that a review of its activities and the activities of its Subsidiaries during the preceding fiscal year has been made under the supervision of the signing officers Officers with a view to determining whether it has kept, observed, performed and fulfilled its Obligations obligations under this Indenture and further stating, as to each such officer Officer signing such certificate, that to the best of his or her knowledge the 23 31 Company during such preceding fiscal year has kept, observed, performed and fulfilled each and every such Obligation of its covenants contained in this Indenture and no Default or Event of Default has occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such any Default or Event of Default, the certificate shall describe the such Default or Event of Default and its status with reasonable particularity. (b) The Company shall deliver to the Trustee, within five (5) Business Days after becoming aware of any Default or Event of Default in the performance of any covenant, agreement or condition contained in this Indenture, a notice identifying in reasonable detaildetail the circumstances relating to such Default or Event of Default. The Officers' Certificate shall also notify the Trustee should the Company elect to change the manner in which it fixes its fiscal year endSECTION 4.5.

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the TrusteeHolders, within 90 days after the end of each of the Company's fiscal yearsyear, an Officers' Certificate (signed by the principal executive officer, principal financial officer and principal accounting officer) stating that a review of its activities and the activities of its Subsidiaries during the preceding fiscal year has been made under the supervision of the signing officers Officers with a view to determining whether it the Company has kept, observed, performed and fulfilled its Obligations obligations under this Indenture and further stating, as to each such officer Officer signing such certificate, that to the best of his such Officer's knowledge the Company during such preceding fiscal year has kept, observed, performed and fulfilled each and every such Obligation covenant and no Default or Event of Default has occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status in reasonable detailwith particularity. The Officers' Certificate shall also notify the Trustee Holders should the Company elect to change the manner in which it fixes its fiscal year end.

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within 90 days after the end of each of the Company's fiscal years, an Officers' Certificate (signed by the principal executive officer, principal financial officer and or principal accounting officer) stating that a review of its activities and the activities of its Restricted Subsidiaries during the preceding fiscal year has been made under the supervision of the signing officers with a view to determining whether it has kept, observed, performed and fulfilled its Obligations obligations under this Indenture and further stating, as to each such officer signing such certificate, that to the best of his such officers' knowledge the Company during such preceding fiscal year has kept, observed, performed and fulfilled each and every such Obligation obligation and no Default or Event of Default has occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status in reasonable detailwith particularity. The Officers' Certificate shall also notify the Trustee should the Company elect to change the manner in which it fixes its fiscal year end.