Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions 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, 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 shall include: (a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto; (b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (c) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and (d) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 19 contracts
Samples: Subordinated Debt Indenture (Emmis Television License Corp of Topeka), Senior Debt Indenture (Interpublic Group of Companies Inc), Senior Debt Indenture (Regent Broadcasting Midwest Inc)
Compliance Certificates and Opinions. (a) Upon any application or request demand by the Company to the Trustee to take any action under any provision of the provisions of this Indenture, the Company shall furnish to the Trustee an Officers' ’ Certificate stating that all conditions precedent, if any, precedent 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, if any, precedent have been complied with, except that in the case of any such application or request demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or requestdemand, no additional certificate or opinion need be furnished. Every .
(b) Each certificate or opinion provided for in this Indenture and delivered to the Trustee with respect to compliance with a condition or covenant provided for in this Indenture shall include:
(ai) a statement that each individual signing the Person making such certificate or opinion has read such covenant or condition and the definitions herein relating theretocondition;
(bii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(ciii) a statement that, in the opinion of each such individualPerson, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(div) a statement as to whetherwhether or not, in the opinion of each such individualPerson, such condition or covenant has been complied with.
Appears in 18 contracts
Samples: Indenture (PAVmed Inc.), Indenture (Lucid Diagnostics Inc.), Indenture (Lucid Diagnostics Inc.)
Compliance Certificates and Opinions. Upon Except as otherwise expressly provided by this Indenture, upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions 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, 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 shall include:
(a1) a statement that each individual Person signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c3) a statement that, in the opinion of each such individualPerson, he such Person has made such examination or investigation as is necessary to enable him such Person to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d4) a statement as to whether, in the opinion of each such individualPerson, such condition or covenant has been complied with.
Appears in 15 contracts
Samples: Indenture (Pennzoil Products Co), Indenture (Pennzoil Quaker State Co), Indenture (Pennzoil Products Co)
Compliance Certificates and Opinions. Upon Except as otherwise expressly provided in this Indenture, upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Officer's Certificate stating that all conditions 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, 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 shall include:
(a) a statement that each individual Person signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individualPerson, he such Person has made such examination or investigation as is necessary to enable him such Person to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) a statement as to whether, in the opinion of each such individualPerson, such condition or covenant has been complied with.
Appears in 12 contracts
Samples: Indenture (For Debt Securities) (Carolina Power & Light Co), Indenture (Florida Power & Light CO Trust II), Indenture (For Senior Notes) (Carolina Power & Light Co)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions 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, 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 shall include:
(a) a statement that each individual signing such certificate or opinion has read such condition or covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such condition or covenant or condition has been complied with; and
(d) 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 (Interliant Inc), Indenture (Transwitch Corp /De), Indenture (Transwitch Corp /De)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions 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, 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 (including certificates delivered pursuant to Section 1008) shall include:
(a1) a statement that each individual signing such certificate or opinion has read such condition or covenant or condition and the definitions herein relating thereto;
(b2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c3) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such condition or covenant or condition has been complied with; and
(d4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 11 contracts
Samples: Indenture (Western Investment Real Estate Trust), Indenture (Trinet Corporate Realty Trust Inc), Indenture (Avalonbay Communities Inc)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' ’ Certificate stating that all conditions 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, 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 shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 10 contracts
Samples: Senior Debt Indenture (Interline Brands, Inc./De), Subordinated Debt Indenture (Interline Brands, Inc./De), Senior Debt Indenture (Interpublic Group of Companies Inc)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' ’ Certificate stating that all conditions 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, 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 shall include:
(a) a statement that each individual signing such certificate or opinion has read such condition or covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such condition or covenant or condition has been complied with; and
(d) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 10 contracts
Samples: Indenture (Yum Brands Inc), Indenture (Yum Brands Inc), Indenture (UAG Chantilly AU, LLC)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Officer's Certificate stating that that, in the opinion of the signer, all conditions 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, 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 shall include:
(ai) a statement that each the individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(bii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(ciii) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(div) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 9 contracts
Samples: Trust Indenture and Security Agreement (Trinity Industries Inc), Trust Indenture and Security Agreement (Trinity Industries Inc), Trust Indenture and Security Agreement (Trinity Industries Inc)
Compliance Certificates and Opinions. Upon Except as otherwise expressly provided in this Indenture, upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall shall, if requested by the Trustee, furnish to the Trustee an Officers' Officer's Certificate stating that all conditions 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, 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 shall include:
(a) a statement that each individual Person signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individualPerson, he such Person has made such examination or investigation as is necessary to enable him such Person to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) a statement as to whether, in the opinion of each such individualPerson, such condition or covenant has been complied with.
Appears in 8 contracts
Samples: Indenture (Entergy Mississippi Inc), Indenture (Interstate Power & Light Co), Indenture for Unsecured Subordinated Debt Securities (Union Electric Co)
Compliance Certificates and Opinions. Upon any application or request by the Company or by any other obligor upon the Notes to the Trustee to take any action under any provision of this Indenture, the Company or such other obligor upon the Notes, as the case may be, shall furnish to the Trustee an Officers' Certificate stating that all conditions precedentsuch certificates and opinions as may be required under the TIA. Each such certificate or opinion shall be given in the form of one or more Officer's Certificates, if anyto be given by an Officer, 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 precedentCounsel, if anyto be given by counsel, have been complied withand shall comply with the requirements of the TIA and any other requirements set forth in this Indenture. Notwithstanding the foregoing, except that in the case of any such request or application or request as to which the furnishing of such documents any Officer's Certificate or Opinion of Counsel is specifically required by any provision of this Indenture relating to such particular application request or requestapplication, 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 (except for certificates provided for in Section 4.05) shall include:
(a) a statement that each the individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he has or she 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
(d) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 8 contracts
Samples: Indenture (Thermadyne MFG LLC), Indenture (Lyondell Chemical Co), Indenture (Lyondell Chemical Nederland LTD)
Compliance Certificates and Opinions. (a) Upon any application or request demand by the Company to the Trustee to take any action under any provision of the provisions of this Indenture, the Trustee may require the Company shall to furnish to the Trustee an Officers' ’ Certificate stating that all conditions precedent, if any, precedent 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, if any, precedent have been complied with. However, except that in the case of any such application or request demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or requestdemand, no additional certificate or opinion need be furnished. Every certificate .
(b) Each Officer’s Certificate or opinion Opinion of Counsel provided for in this Indenture and delivered to the Trustee with respect to compliance with a condition or covenant provided for in this Indenture shall include:
include (ai) a statement that each individual signing the Person making such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
condition, (bii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
, (ciii) a statement that, in the opinion of each such individualPerson, he such Person has made such examination or investigation as is necessary to enable him such Person to express an informed opinion as to whether or not such covenant or condition has been complied with; and
with and (div) a statement as to whetherwhether or not, in the opinion of each such individualPerson, such condition or covenant has been complied with. Each Opinion of Counsel delivered to the Trustee hereunder may rely on the facts stated in an Officers’ Certificate delivered therewith.
Appears in 7 contracts
Samples: Indenture (Amerant Bancorp Inc.), Indenture (Amerant Florida Bancorp Inc.), Indenture (Amerant Bancorp Inc.)
Compliance Certificates and Opinions. (a) Upon any application or request demand by the Company to the Trustee to take any action under any provision of the provisions of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent, if any, precedent 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, if any, precedent have been complied with, except that in the case of any such application or request demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or requestdemand, 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 shall include:
include (ai) a statement that each individual signing the Person making such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
condition; (bii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
; (ciii) a statement that, in the opinion of each such individualPerson, he such Person has made such examination or investigation as is necessary to enable him such Person to express an informed opinion as to whether or not such covenant or condition has been complied with; and
and (div) a statement as to whetherwhether or not, in the opinion of each such individualPerson, such condition or covenant has been complied with.
Appears in 7 contracts
Samples: Subordinated Indenture (Ozark Capital Trust), Subordinated Indenture (BVBC Capital Trust I), Subordinated Indenture (Bank of the Ozarks Inc)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions 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, 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 shall include:
(a1) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c3) 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
(d4) 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: Indenture (Boston Private Financial Holdings Inc), Indenture (Banknorth Capital Trust Ii), Indenture (Boston Private Financial Holdings Inc)
Compliance Certificates and Opinions. Upon any application or request by the Company or by any other obligor upon the Notes to the Trustee to take any action under any provision of this Indenture, the Company or such other obligor upon the Notes, as the case may be, shall furnish to the Trustee an Officers' Certificate stating that all conditions precedentsuch certificates and opinions as may be required under the TIA. Each such certificate or opinion shall be given in the form of one or more Officer’s Certificates, if anyto be given by an Officer, 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 precedentCounsel, if anyto be given by counsel, have been complied withand shall comply with the requirements of the TIA and any other requirements set forth in this Indenture. Notwithstanding the foregoing, except that in the case of any such request or application or request as to which the furnishing of such documents any Officer’s Certificate or Opinion of Counsel is specifically required by any provision of this Indenture relating to such particular application request or requestapplication, 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 (except for certificates provided for in Section 4.05) shall include:
(a) a statement that each the individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he has or she 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
(d) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 5 contracts
Samples: Indenture (Lyondell Houston Refinery Inc.), Indenture (Lyondell Chemical Co), Indenture (Lyondell Chemical Co)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions 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, 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 or any of them 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 shall include:
(a1) a statement that each individual signing such certificate or opinion has read such condition or covenant or condition and the definitions herein relating thereto;
(b2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c3) a statement that, in the opinion of each such individual, he such individual has made such examination or investigation as is necessary to enable him such individual to express an informed opinion as to whether or not such condition or covenant or condition has been complied with; and
(d4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 5 contracts
Samples: Indenture (Callon Petroleum Co), Indenture (Callon Petroleum Co), Indenture (Callon Petroleum Co)
Compliance Certificates and Opinions. (a) Upon any application or request demand by the Company to the Trustee to take any action under any provision of the provisions of this Indenture, the Company Company, shall furnish to the Trustee an Officers' ’ Certificate stating that all conditions precedent, if any, precedent 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, if any, precedent have been complied with, except that in the case of any such application or request demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or requestdemand, no additional certificate or opinion need be furnished. Every .
(b) Each certificate or opinion provided for in this Indenture and delivered to the Trustee with respect to compliance with a condition or covenant provided for in this Indenture shall include:
(ai) a statement that each individual signing the Person making such certificate or opinion has read such covenant or condition and the definitions herein relating theretocondition;
(bii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(ciii) a statement that, in the opinion of each such individualPerson, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(div) a statement as to whetherwhether or not, in the opinion of each such individualPerson, such condition or covenant has been complied with.
Appears in 5 contracts
Samples: Indenture (Laboratory Corp of America Holdings), Indenture (Laboratory Corp of America Holdings), Indenture (Martek Biosciences Corp)
Compliance Certificates and Opinions. Upon Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Trustee Agent to take any action under any provision of this IndentureAgreement, the Company shall furnish to the Trustee an Officers' Agent a Company Certificate stating that all conditions precedent, if any, provided for in this Indenture Agreement 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, 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 Agreement 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 Agreement shall include:
(a1) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c3) 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 such individual to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d4) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 5 contracts
Samples: Purchase Contract Agreement (FPL Group Capital Inc), Purchase Contract Agreement (Texas Utilities Co /Tx/), Purchase Contract Agreement (Txu Corp /Tx/)
Compliance Certificates and Opinions. Upon Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Trustee Agent to take any action under any provision of this IndentureAgreement, the Company shall furnish to the Trustee Agent an Officers' Certificate stating that all conditions precedent, if any, provided for in this Indenture Agreement relating to the proposed action have been complied with and and, if requested by the Agent, an Opinion of Counsel stating that that, in the opinion of such counsel counsel, all such conditions 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 Agreement 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 Agreement shall include:
(a) a statement that each the individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) 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 such individual to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) a statement as to whether, in the opinion of each such individualindividual based on his or her knowledge, such condition or covenant has been complied with.
Appears in 5 contracts
Samples: Purchase Contract Agreement (Platinum Underwriters Holdings LTD), Purchase Contract Agreement (Unumprovident Corp), Purchase Contract Agreement (Platinum Underwriters Holdings LTD)
Compliance Certificates and Opinions. Upon any application or request by the Company Issuers to the Trustee to take any action under any provision of this Indenture, the Company Issuers shall each furnish to the Trustee an Officers' Certificate stating that all conditions 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, 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 shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 5 contracts
Samples: Subordinated Debt Indenture (Meristar Hospitality Operating Partnership Lp), Senior Debt Indenture (Meristar Hospitality Operating Partnership Lp), Subordinated Debt Indenture (Meristar Hospitality Operating Partnership Lp)
Compliance Certificates and Opinions. (a) Upon any application or request demand by the Company to the Trustee to take any action under any provision of the provisions of this Indenture, the Company shall furnish to the Trustee an Officers' Officer’s Certificate stating that all conditions precedent, if any, precedent 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, if any, precedent have been complied with, except that in the case of any such application or request demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or requestdemand, no additional certificate or opinion need be furnished. Every .
(b) Each certificate or opinion provided for in this Indenture and delivered to the Trustee with respect to compliance with a condition or covenant provided for in this Indenture shall include:
include (ai) a statement that each individual signing the Person making such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
condition; (bii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
; (ciii) a statement that, in the opinion of each such individualPerson, he has made such examination or investigation as is reasonably necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
and (div) a statement as to whetherwhether or not, in the opinion of each such individualPerson, such condition or covenant has been complied with.
Appears in 5 contracts
Samples: Indenture (Inspiration Media Inc), Indenture (Air Hot, Inc.), Indenture (South Texas Broadcasting Inc)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' ’ Certificate stating that all conditions 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, 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 shall include:
(ai) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(bii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(ciii) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(div) 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: Subordinated Note Indenture (Southern Power Co), Subordinated Note Indenture (Gulf Power Co), Subordinated Note Indenture (Georgia Power Co)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of the provisions of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions 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, 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 Each certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture shall include:
(a1) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c3) 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
(d4) 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: Indenture (Bank United Corp), Indenture (Bank United Corp), Indenture (Bank United Corp)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions 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, 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 shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) 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 to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) 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: Indenture (Signature Resorts Inc), Indenture (Signature Resorts Inc), Indenture (Signature Resorts Inc)
Compliance Certificates and Opinions. Upon any application or request by the Company Issuer to the Trustee to take any action under any provision of this Indenture, the Company Issuer shall furnish to the Trustee an Officers' Officer's Certificate stating that all conditions 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, 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 shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) 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 Debt Indenture (Cnooc LTD), Subordinated Debt Indenture (Nexen Inc), Senior Debt Indenture (Nexen Inc)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions 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, 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 shall include:
(ai) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(bii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(ciii) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(div) 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: Indenture (Mirant Americas Generating Inc), Subordinated Debenture Indenture (PPL Electric Utilities Corp), Subordinated Note Indenture (Virginia Electric & Power Co)
Compliance Certificates and Opinions. Upon any application or request by the Company or Braskem to the Trustee to take any action under any provision of this Indenture, the Company or Braskem, respectively, shall furnish to the Trustee an Officers' Certificate stating that all such certificates and opinions as may be required under the Trust Indenture Act with respect to compliance with conditions precedent, if any, precedent provided for in this Indenture relating Indenture. Each such certificate or opinion shall be given in the form of an Officer’s Certificate, if to be given by an Officer or Officers of the proposed action have been complied with and Company or Braskem, or an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedentCounsel, if anyto be given by counsel, have been complied withand shall comply with the requirements of the Trust Indenture Act and any other requirements set forth in this Indenture, except that in the case event of any such application or request as to which the furnishing of such documents is specifically required by any provision provisions of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion opinion, whether required to be provided pursuant to this Section 1.02 or elsewhere, with respect to compliance with a condition or covenant provided for in this Indenture shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) 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 (Braskem Finance LTD), Indenture (Braskem Finance LTD), Indenture (Braskem Finance LTD)
Compliance Certificates and Opinions. Upon any application or request by an Issuer or by any other obligor upon the Company Notes to the Trustee to take any action under any provision of this Indenture, such Issuer or other obligor upon the Company Notes, as the case may be, shall furnish to the Trustee an such certificates and opinions as may be required under the TIA. Each such certificate or opinion shall be given in the form of one or more Officers' Certificate stating that all conditions precedentCertificates, if anyto be given by Officers, 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 precedentCounsel, if anyto be given by counsel, have been complied withand shall comply with the requirements of the TIA and any other requirements set forth in this Indenture. Notwithstanding the foregoing, except that in the case of any such request or application or request as to which the furnishing of such documents any Officers' Certificate or Opinion of Counsel is specifically required by any provision of this Indenture relating to such particular application request or requestapplication, 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 (except for certificates provided for in Section 4.05) shall include:
(a) a statement that each the individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he has or she 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
(d) 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 (Equistar Chemicals Lp), Indenture (Lyondell Chemical Co), Indenture (Equistar Funding Corp)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company and any other obligor on the Securities (if applicable) shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent, if any, provided for in this Indenture (including any covenant compliance which constitutes a condition precedent) relating to the proposed action have been complied with with, and an Opinion of Counsel stating that in the opinion of such counsel all such conditions 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 certificates or opinions 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 Opinion of Counsel with respect to compliance with a condition or covenant provided for in this Indenture shall include:
(ai) a statement that each individual signing such certificate or individual or firm signing such opinion has read and understands such covenant or condition and the definitions herein relating thereto;
(bii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(ciii) a statement that, in the opinion of each such individualindividual or such firm, he or it has made such examination or investigation as is necessary to enable him or it to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(div) a statement as to whether, in the opinion of each such individualindividual or such firm, such condition or covenant has been complied with.
Appears in 3 contracts
Samples: Indenture (Park Place Entertainment Corp), Indenture (Park Place Entertainment Corp), Indenture (Park Place Entertainment Corp)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this IndentureAgreement, the Company shall furnish to the Trustee an Officers' Officer's Certificate stating that all conditions precedent, if any, provided for in this Indenture Agreement (including any covenants, compliance with which 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, 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 Agreement 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 Agreement shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) 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: Participation Rights Agreement (Corel Corp), Contingent Value Rights Agreement (Markel Corp), Contingent Value Rights Agreement (Markel Holdings Inc)
Compliance Certificates and Opinions. Upon Except as otherwise expressly provided by this Indenture, upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions 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, 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 by or on behalf of the Company with respect to compliance with a condition or covenant provided for in this Indenture Indenture, except for certificates provided for in Section 10.9, shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he the individual has made such examination or investigation as is necessary to enable him such individual to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) 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 (Sun Healthcare Group Inc), Indenture (Sun Healthcare Group Inc), Indenture (Sun Healthcare Group Inc)
Compliance Certificates and Opinions. (a) Upon any application or request demand by the Company to the Trustee to take any action under any provision of the provisions of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent, if any, precedent 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, if any, precedent have been complied with, except that in the case of any such application or request demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or requestdemand, no additional certificate or opinion need be furnished. Every .
(b) Each certificate or opinion of the Company provided for in this Indenture and delivered to the Trustee with respect to compliance with a condition or covenant provided for in this Indenture shall include:
include (ai) a statement that each individual signing the Person making such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
condition; (bii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
; (ciii) a statement that, in the opinion of each such individualPerson, he has made such examination or investigation as as, in the opinion of such Person, is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
and (div) a statement as to whetherwhether or not, in the opinion of each such individualPerson, such condition or covenant has been complied with.
Appears in 3 contracts
Samples: Indenture (Sbi Capital Trust), Indenture (Southwest Bancorp Inc), Indenture (Southwest Bancorp Inc)
Compliance Certificates and Opinions. Upon Except as otherwise expressly provided by this Agreement, upon any application or request by the Company Corporation to the Trustee Agent to take any action under any provision of this IndentureAgreement, the Company Corporation, as applicable, shall furnish to the Trustee Agent an Officers' Officer's Certificate stating that all conditions precedent, if any, provided for in this Indenture Agreement 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, 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 Agreement 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 Agreement shall include:
(ai) a statement that each individual signing such certificate or opinion has read reached such covenant or condition and the definitions herein relating thereto;
(bii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(ciii) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(div) 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: Unit Agreement (Morgan Stanley Dean Witter Discover & Co), Unit Agreement (Morgan Stanley Dean Witter & Co), Unit Agreement (J P Morgan Chase & Co)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company company shall furnish to the Trustee an Officers' Certificate stating that all conditions 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, 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 shall include:
(a) a statement that each individual signing such certificate or opinion has read such condition or covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such condition or covenant or condition has been complied with; and
(d) 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 (Thaxton Group Inc), Indenture (Thaxton Group Inc), Indenture (Thaxton Group Inc)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions 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, 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 shall include:
(a1) a statement that each individual signing such certificate certifi- cate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c3) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d4) 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 (New Nisource Inc), Indenture (Nisource Inc), Indenture (New Nisource Inc)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions 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, 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 shall include:
(ai) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(bii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(ciii) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(div) a statement as to whetherwhether or not, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 3 contracts
Samples: Indenture (Wells Fargo & Co/Mn), Indenture (American Express Co), Indenture (American Express Co)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company and any Subsidiary Guarantor and any other obligor on the Securities, as appropriate, shall each furnish to the Trustee such certificates and opinions as may be required hereunder or 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’ 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 if to be given by counsel and shall comply with the requirements of the Trust Indenture Act and any other requirement set forth in the opinion of such counsel all such conditions 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 furnishedIndenture. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture shall include:
(a1) a statement that each individual or firm signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c3) a statement that, in the opinion of each such individualindividual or firm, he he, she or it has made such examination or investigation as is necessary to enable him him, her or it to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d4) a statement as to whetherwhether or not, in the opinion of each such individualindividual or firm, such condition or covenant has been complied with.
Appears in 2 contracts
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee or the Co-Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee and the Co-Trustee, as applicable, such certificates and opinions as may be required under the Trust Indenture Act and as may otherwise be required hereunder. Each such certificate or opinion shall be given in the form of an Officers' Certificate stating that all conditions 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 precedentCounsel, 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 requirement 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 shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he such individual has made such examination or investigation as is necessary to enable him such individual to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) 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 (Biovail Corp International), Indenture (Biovail Corp International)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent, if any, provided for in this Indenture (including any covenant compliance with which 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, 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 (other than the certificates required by Section 4.5(a)) with respect to compliance with a condition or covenant provided for in this Indenture shall comply with the provisions of TIA 314(e) and shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) 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
(d) 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 (Houston Exploration Co), Indenture (Houston Exploration Co)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Officer's Certificate stating that all conditions 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, 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 shall include:,
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) 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 (Onb Capital Trust Iv), Indenture (HCC Capital Trust Ii)
Compliance Certificates and Opinions. Upon any application Application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions 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 Counsel all such conditions precedent, if any, have been complied with, except that in the case of any such application 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 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 certificates provided pursuant to Section 11.10 hereof) shall include:
(a) a statement that each individual signing such certificate or opinion has read such condition or covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he 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 condition or covenant or condition has been complied with; and
(d) 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: Supplemental Indenture (Old Dominion Electric Cooperative), Supplemental Indenture (Old Dominion Electric Cooperative)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee or the Co-Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee and the Co-Trustee, as applicable, such certificates and opinions as may be required under the Trust Indenture Act and as may otherwise be required hereunder. Each such certificate or opinion shall be given in the form of an Officers' Certificate stating that all conditions precedentCertificate, 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 precedentCounsel, 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 requirement 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 shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he such individual has made such examination or investigation as is necessary to enable him such individual to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) 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 (Jaguar Mining Inc), Indenture (Jaguar Mining Inc)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee upon request an Officers' Certificate stating that all conditions 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, 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 shall include:
(a1) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c3) a statement that, in the opinion of each such individual, he such individual has made such examination or investigation as is necessary to enable him such individual to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d4) 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 (Paper Warehouse Inc), Indenture (United Homes Inc)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions 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, 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 (except as otherwise expressly provided in this Indenture) shall include:
(ai) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(bii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(ciii) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(div) 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 (Banc One Corp /Oh/), Indenture (Waste Connections Inc/De)
Compliance Certificates and Opinions. Upon Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Trustee Agent to take any action under any provision of this IndentureAgreement, the Company shall furnish to the Trustee Agent an Officers' Certificate stating that all conditions precedent, if any, provided for in this Indenture Agreement 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, 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 Agreement 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 Agreement shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) 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: Purchase Contract Agreement (Household International Inc), Purchase Contract Agreement (Sunamerica Capital Trust Vi)
Compliance Certificates and Opinions. Upon Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Trustee Agent to take any action under any provision of this IndentureAgreement, the Company shall furnish to the Trustee an Officers' Agent a Company Certificate stating that all conditions precedent, if any, provided for in this Indenture Agreement relating to the proposed action have been complied with and and, an Opinion of Counsel stating that that, in the opinion of such counsel counsel, all such conditions 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 Agreement 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 Agreement shall include:
(a1) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c3) 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 such individual to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d4) 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: Purchase Contract Agreement (Txu Capital Iv), Purchase Contract Agreement (Oneok Inc /New/)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee upon request an Officers' Certificate stating that all conditions 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, 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 shall include:
(a1) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c3) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d4) 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 (Taylor Investment Corp /Mn/), Indenture (Berthel Fisher & Co Leasing Inc)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions 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, 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 (other than any Officers' Certificate delivered pursuant to Section 10.9) or opinion with respect to compliance with a condition or covenant provided for in this Indenture shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) 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 (Argyle Television Inc), Indenture (Argyle Television Inc)
Compliance Certificates and Opinions. Upon any application or request by the Company Publishing to the Trustee to take any action under any provision of this Indenture, the Company Publishing shall furnish to the Trustee an Officers' Certificate stating to the effect that all conditions precedent, if any, provided for in this Indenture (including any covenant compliance with which constitutes a condition precedent) relating to the proposed action have been complied with and an Opinion of Counsel stating to the effect that in the opinion of such counsel all such conditions 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 any certificates and/or opinions 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 Opinion of Counsel with respect to compliance with a condition or covenant provided for in this Indenture shall include:
(a) a statement to the effect that each individual or firm signing such certificate or opinion has read and understands such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement to the effect that, in the opinion of each such individualindividual or such firm, he has made such examination or investigation as is necessary to enable him or them to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) a statement as to whether, in the opinion of each such individualindividual or such firm, such condition or covenant has been complied with.
Appears in 2 contracts
Samples: Senior Subordinated Indenture (Hollinger International Publishing Inc), Indenture (Hollinger International Inc)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee such certificates and opinions as may be required under the Trust Indenture Act or reasonably requested by the Trustee in connection with such application or request. Each such certificate or opinion shall be given in the form of an Officers' Certificate stating that all conditions precedentCertificate, 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 precedentCounsel, if anyto be given by counsel, have been complied with, except that and shall comply with the applicable requirements of the Trust Indenture Act and any other applicable requirement 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 certificate required by Section 10.04) shall include:
(a1) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c3) a statement that, in the opinion of each 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
(d4) 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 (Chemed Corp), Indenture (Chemed Capital Trust)
Compliance Certificates and Opinions. Upon any application or request by the Company Issuer to the Trustee to take any action under any provision of this Indenture, the Company Issuer shall furnish to the Trustee an Officers' Officer’s Certificate stating that all conditions 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, 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 shall include:
(a) a statement that each individual signing such certificate or opinion has read such condition or covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such condition or covenant or condition has been complied with; and
(d) a statement as to whetherwhether or not, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 2 contracts
Samples: Indenture (Ultrapar Holdings Inc), Indenture (Ultrapar Holdings Inc)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent, if any, provided for in this Indenture (including any covenant compliance with which 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, 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 (other than the certificates required by Section 4.05(a) hereof) with respect to compliance with a condition or covenant provided for in this Indenture shall comply with the provisions of TIA ss. 314(e) and shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) 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
(d) 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 (Sbarro Inc), Indenture (GHTV Inc)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Officer's Certificate stating that all conditions 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, 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 Indenture, shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) a statement as to whetherwhether or not, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Settlement Agreement
Compliance Certificates and Opinions. Upon any application or request by the Company or by any other obligor upon the Notes to the Trustee to take any action under any provision of this Indenture, the Company or such other obligor upon the Notes, as the case may be, shall furnish to the Trustee an Officers' Certificate stating that all conditions precedentsuch certificates and opinions as may be required under the TIA. Each such certificate or opinion shall be given in the form of one or more Officer's Certificates, if anyto be given by an Officer, 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 precedentCounsel, if anyto be given by counsel, have been complied withand shall comply with the requirements of the TIA and any other requirements set forth in this Indenture. Notwithstanding the foregoing, except that in the case of any such request or application or request as to which the furnishing of such documents any Officer's Certificate or Opinion of Counsel is specifically required by any provision of this Indenture relating to such particular application request or requestapplication, 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 (except for certificates provided for in Section 4.13) shall include:
(a) a statement that each the individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he has or she 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
(d) 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 (Viasystems Group Inc)
Compliance Certificates and Opinions. Upon any application or request by the Company Sponsor to the Trustee to take any action under any provision of this Indenture, the Company Sponsor shall furnish to the Trustee an Officers' Officer's Certificate stating that all conditions precedent, if any, any provided for in this Indenture relating to the proposed action have been complied with and and, if deemed reasonably necessary by the Trustee, an Opinion of Counsel stating that that, in the opinion of such counsel counsel, there has been compliance with all such conditions precedent, if any. Notwithstanding the foregoing, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents document 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 Any certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture shall include:
(ai) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a A brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(cii) a A statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not there has been compliance with such covenant or condition has been complied withcondition; and
(diii) a A statement as to whether, in the opinion of each such individual, there has been compliance with such condition or covenant has been complied withcovenant.
Appears in 1 contract
Samples: Trust Indenture (BFC Finance Corp)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' ’ Certificate of the Company stating that all conditions 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, 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 shall include:
(a1) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c3) 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
(d4) 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 (American Oil & Gas Inc)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Indenture Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Indenture Trustee such certificates and opinions as may be required under the Trust Indenture Act or reasonably requested by the Indenture Trustee in connection with such application or request. Each such certificate or opinion shall be given in the form of an Officers' Certificate stating that all conditions precedentCertificate, 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 precedentCounsel, if anyto be given by counsel, have been complied with, except that and shall comply with the applicable requirements of the Trust Indenture Act and any other applicable requirement 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 shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) 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 (Breed Technologies Inc)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions 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, 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 shall include:
(a1) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c3) a statement that, in the opinion of each such individual, he such individual has made such examination or investigation as is necessary to enable him such individual to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d4) 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 (Onyx Acceptance Corp)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this IndentureIndenture or the Collateral Documents, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent, if any, provided for in this Indenture and the Collateral Documents 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, 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 or the Collateral Documents 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 and the Collateral Documents (other than certificates provided pursuant to Section 12.2) shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
; (c) a statement that, in the opinion of each such individual, he such individual has made such examination or investigation as is necessary to enable him that individual to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) 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 (MGM Grand Inc)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions 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 Counsel all such conditions 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 shall include:
(a1) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;.
(b2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c3) a statement that, in the opinion of that each such individual, he individual has made such examination or investigation as as, in such individual's opinion, is necessary to enable him such individual to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d4) 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: Trust Indenture Agreement (SFG Mortgage & Investment Co Inc)
Compliance Certificates and Opinions. Upon any application or request by the Company Issuer to the Trustee to take any action under any provision of this Indenture, the Company Issuer shall furnish to the Trustee an Officers' Certificate stating that all conditions 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, 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 shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) 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 (Gold Banc Corp Inc)
Compliance Certificates and Opinions. Upon Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Trustee Agent to take any action under any provision of this IndentureAgreement, the Company Company, as applicable, shall furnish to the Trustee Agent an Officers' Officer’s Certificate stating that all conditions precedent, if any, provided for in this Indenture Agreement 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, 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 Agreement 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 Agreement shall include:
(ai) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(bii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(ciii) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(div) 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: Unit Agreement (Morgan Stanley)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent, if any, provided for in this Indenture (including any covenant compliance with which 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, 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 (other than the certificates required by Section 4.05(a)) with respect to compliance with a condition or covenant provided for in this Indenture shall comply with the provisions of TIA 314(e) and shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(ba) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(cb) 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
(dc) 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 Certificates and Opinions. Upon Except as otherwise expressly provided in this Indenture, upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Officer's Certificate stating that all conditions precedent, if any, provided for in 17 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, if any, have been complied with, except it being understood 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 shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he such individual has made such examination or investigation as is necessary to enable him such individual to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) 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 Certificates and Opinions. Upon Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Trustee Agent to take any action under any provision of this IndentureAgreement, the Company shall furnish to the Trustee Agent an Officers' Certificate stating that all conditions precedent, if any, provided for in this Indenture Agreement 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, 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 Agreement 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 Agreement shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
; (b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
; (c) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
and (d) 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 Certificates and Opinions. Upon Except as otherwise expressly provided in this Agreement, upon any application or request by the Company to the Trustee to take any action under any provision of this IndentureAgreement, the Company shall furnish to the Trustee an Officers' Officer's Certificate stating that all conditions precedent, if any, provided for in this Indenture Agreement 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, 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 Agreement 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 Agreement shall include:
(a) a statement that each individual Person signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individualPerson, he such Person has made such examination or investigation as is necessary to enable him such Person to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) a statement as to whether, in the opinion of each such individualPerson, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Contingent Value Obligation Agreement (Carolina Power & Light Co)
Compliance Certificates and Opinions. (a) Upon any application or request demand by the Company Partnership to the Trustee to take any action under any provision of the provisions of this Indenture, the Company Partnership shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent, if any, precedent 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, if any, precedent have been complied with, except that in the case of any such application or request demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or requestdemand, no additional certificate or opinion need be furnished. Every .
(b) Each certificate or opinion provided for in this Indenture and delivered to the Trustee with respect to compliance with a condition or covenant provided for in this Indenture shall include:
include (a1) a statement that each individual signing the Person making such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
condition; (b2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
; (c3) a statement that, in the opinion of each such individualPerson, he has made such examination or investigation as is necessary neces- sary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
and (d4) a statement as to whetherwhether or not, in the opinion of each such individualPerson, such condition or covenant has been complied with.
Appears in 1 contract
Compliance Certificates and Opinions. (a) Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions 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, 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 shall include:
(a1) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c3) a statement that, in the opinion of each such individualPerson, he such Person has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d4) a statement as to whether, in the opinion of each such individualPerson, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Indenture (Genesco Inc)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Officer’s Certificate stating that all conditions 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, 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 shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) 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 Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions 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, 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 shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;; 20
(c) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) 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 Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions 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, 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 shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) 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 (First Brands Corp)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the General Partner of the Company shall furnish to the Trustee an Officers' a General Partner Certificate stating that all conditions 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, 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 shall include:
(a) 1. a statement that each individual signing such certificate or opinion has read such condition or covenant or condition and the definitions herein relating thereto;
(b) 2. a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) 3. a statement that, in the opinion of each such individual, he such Person has made such examination or investigation as is necessary to enable him such Person to express an informed opinion as to whether or not such condition or covenant or condition has been complied with; and
(d) 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: Indenture (FNB Corp/Fl/)
Compliance Certificates and Opinions. Upon Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Trustee Agent to take any action under any provision of this IndentureAgreement, the Company shall furnish to the Trustee Agent an Officers' Officer's Certificate stating that all conditions precedent, if any, provided for in this Indenture Agreement 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, 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 Agreement 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 Agreement shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) 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: Purchase Contract Agreement (Providian Financing Iv)
Compliance Certificates and Opinions. Upon Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Trustee Agent to take any action under any provision of this IndentureAgreement, the Company shall furnish to the Trustee Agent an Officers' Certificate stating that all conditions precedent, if any, provided for in this Indenture Agreement 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, 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 Agreement 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 Agreement shall include:
(ai) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(bii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(ciii) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(div) 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: Purchase Contract Agreement (Financial Security Assurance Holdings LTD/Ny/)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions 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, 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 shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) 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 (Price/Costco Inc)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent, if any, provided for in this Indenture (including any covenant compliance with which 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, 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 (other than the certificates required by Section 4.05(a)) with respect to compliance with a condition or covenant provided for in this Indenture shall comply with the provisions of TIA 314(e) and shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) 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
(d) 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 (KSL Recreation Group Inc)
Compliance Certificates and Opinions. Upon any application or request by the Company to the Trustee to take any action under any provision of this Indenture, the Company shall furnish to the Trustee an Officers' Officer’s Certificate stating that all conditions 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, 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 Indenture, shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) a statement that, in the opinion of each such individual, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d) a statement as to whetherwhether or not, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Indenture (Chrysler Group LLC)
Compliance Certificates and Opinions. (a) Upon any application or request by the Company to the Trustee to take any action under any provision of this IndentureIndenture and as may be requested by the Trustee, the Company and any other obligor on the Securities (if applicable) shall furnish to the Trustee an Officers' ’ Certificate in a form and substance reasonably acceptable to the Trustee stating that all conditions precedent, if any, provided for in this Indenture (including any covenant compliance with which constitutes a condition precedent) relating to the proposed action have been complied with with, and an Opinion of Counsel in a form and substance reasonably acceptable to the Trustee stating that in the opinion of such counsel all such conditions 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 certificates or opinions 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 Opinion of Counsel with respect to compliance with a condition or covenant provided for in this Indenture shall include:
(a1) a statement that each individual signing such certificate or individual or firm signing such opinion has read and understands such covenant or condition and the definitions herein relating thereto;
(b2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c3) a statement that, in the opinion of each such individualindividual or such firm, he or it has made such examination or investigation as is necessary to enable him or it to express an informed opinion as to whether or not such covenant or condition has been complied with; and
(d4) a statement as to whether, in the opinion of each such individualindividual or such firm, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Indenture (Morgans Hotel Group Co.)
Compliance Certificates and Opinions. Upon any application or request by the Company Issuer to the Trustee to take any action under any provision of this Indenture, the Company Issuer shall furnish to the Trustee an Officers' Certificate stating that all conditions 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, 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 shall include:
(a) a statement that each individual signing such certificate or opinion has read such covenant or condition and the definitions herein relating thereto;
(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;
(c) 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
(d) 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 (Bankatlantic Bancorp Inc)
