Common use of Documents and Opinion to Be Furnished to the Trustee Clause in Contracts

Documents and Opinion to Be Furnished to the Trustee. The Company covenants and agrees that if it shall consolidate with or merge into any other corporation or if it shall sell, transfer or lease its properties, as an entirety or substantially as an entirety, the Company will promptly furnish to the Trustee: (1) A certificate signed by the President or a Vice President and by the Treasurer or an Assistant Treasurer or the Secretary or an Assistant Secretary of the Successor stating that the covenants of the Company contained in Section 11.02 have been complied with; (2) An executed counterpart of any instrument or instruments executed by the Company or the Successor in the performance of such covenants; and (3) An Opinion of Counsel stating that in the opinion of such counsel such covenants have been complied with and that any instrument or instruments executed by the Company or the Successor in the performance of such covenants comply with the requirements of such covenants. Each certificate, instrument and opinion furnished to the Trustee pursuant to the provisions of this Section shall conform to the requirements of Section 15.06. Subject to the provisions of Sections 7.01 and 7.02, the Trustee may receive an Opinion of Counsel conforming to the requirements of Section 15.06 as conclusive evidence that any such consolidation, merger, sale, transfer or lease, any such assumption and any such supplemental indenture or other instrument or instruments comply with the provisions of this Article.

Documents and Opinion to Be Furnished to the Trustee. The Company covenants and agrees that if it shall consolidate with or merge into any other corporation or if it shall sell, transfer or lease its propertiesproperties and assets, as an entirety or substantially as an entirety, the Company will promptly furnish to the Trustee: (1) A certificate signed by the President or a Vice President and by the Treasurer or an Assistant Treasurer or the Secretary or an Assistant Secretary of the Successor An Officers' Certificate stating that the covenants of the Company contained in Section 11.02 have been complied with; (2) An executed counterpart of any instrument or instruments executed by the Company or the Successor successor corporation in the performance of such covenants; and (3) An Opinion of Counsel stating that in the opinion of such counsel such covenants have been complied with and that any instrument or instruments executed by the Company or the Successor successor corporation in the performance of such covenants comply with the requirements of such covenants. Each certificate, instrument and opinion furnished to the Trustee pursuant to the provisions of this Section shall conform to the requirements of Section 15.06314 of the Trust Indenture Act. Subject to the provisions of Sections 7.01 and 7.02Section 315 of the Trust Indenture Act, the Trustee may receive an Opinion of Counsel conforming to the requirements of Section 15.06 314 of the Trust Indenture Act as conclusive evidence that any such consolidation, merger, sale, transfer or lease, any such steps taken to secure the Securities, any such assumption and any such supplemental indenture or other instrument or instruments comply with the provisions of this Article.

Documents and Opinion to Be Furnished to the Trustee. The Company covenants and agrees that if it shall consolidate with or merge into any other corporation or if it shall sell, transfer or lease its properties, as an entirety or substantially as an entirety, the Company will promptly furnish to the Trustee: (1) A certificate signed by the President or a Vice President and by the Treasurer or an Assistant Treasurer or the Secretary or an Assistant Secretary of the Successor stating that the covenants of the Company contained in Section 11.02 have been complied with; (2) An executed counterpart of any instrument or instruments executed by the Company or the Successor in the performance of such covenants; and (3) An Opinion of Counsel stating that in the opinion of such counsel such covenants have been complied with and that any instrument or instruments executed by the Company or the Successor in the performance of such covenants comply with the requirements of such covenants. Each certificate, instrument and opinion furnished to the Trustee pursuant to the provisions of this Section shall conform to the requirements of Section 15.06. Subject to the provisions of Sections 7.01 and 7.02, the Trustee may receive an Opinion of Counsel conforming to the requirements of Section 15.06 as conclusive evidence that any such consolidation, merger, sale, transfer or lease, any such assumption and any such supplemental indenture or other instrument or instruments comply with the provisions of this Article.. ARTICLE TWELVE