FAIR VALUE CERTIFICATE Sample Clauses

FAIR VALUE CERTIFICATE. (a) Upon the delivery by the Company to the Trustee of Senior Note First Mortgage Bonds pursuant to Section 401 hereof, the Company shall simultaneously therewith deliver to the Trustee a certificate of an Expert (1) stating that he or she is familiar with the provisions of such Senior Note First Mortgage Bonds and of this Indenture; (2) identifying such Senior Note First Mortgage Bonds; (3) identifying the Notes being issued contemporaneously therewith and (4) stating the fair value to the Company of such Senior Note First Mortgage Bonds. If the fair value to the Company of the Senior Note First Mortgage Bonds so delivered, as described in the certificate to be delivered pursuant to this Section 404(a), both (1) is equal to or exceeds (A) $25,000 and (B) 1% of the principal amount of the Notes outstanding at the date of delivery of such Senior Note First Mortgage Bonds and (2) together with the fair value to the Company, as described in the certificates delivered pursuant to this Section 404(a), of all other Senior Note First Mortgage Bonds delivered to the Trustee since the commencement of the then current calendar year, is equal to or exceeds 10% of the principal amount of the Notes outstanding at the date of delivery of such Senior Note First Mortgage Bonds, then the certificate required by this Section 404(a) shall (1) be delivered by an Independent Expert and (2) shall, in addition to the certifications described above, state the fair value to the Company of all Senior Note First Mortgage Bonds delivered to the Trustee pursuant to Section 401 hereof since the commencement of the then current year as to which a certificate was not delivered by an Independent Expert.
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FAIR VALUE CERTIFICATE. (a) Upon the delivery by the Company to the Trustee of IP Senior Notes pursuant to Section 16.09 hereof, the Company shall simultaneously therewith deliver to the Trustee a certificate of an Expert (1) stating that it is familiar with the provisions of such IP Senior Notes and of this Indenture; (2) stating the principal amount of such IP Senior Notes so delivered, the stated interest rate (or method of calculation of interest) of such IP Senior Notes (if any) and the stated maturity date of such IP Senior Notes; (3) identifying the Notes being issued contemporaneously therewith, and (4) stating the fair value to the Company of such IP Senior Notes. If the fair value to the Company of the IP Senior Notes so delivered, as described in the certificate to be delivered pursuant to this Section 16.06(a), both (l) is equal to or exceeds (A) $25,000 and (B) 1% of the principal amount of the Notes outstanding at the date of delivery of such IP Senior Notes and (2) together with the fair value to the Company, as described in the certificates to be delivered pursuant to this Section 16.06(a), of all other IP Senior Notes delivered to the Trustee since the commencement of the then current calendar year, is equal to or exceeds 10% of the principal amount of the Notes outstanding at the date of delivery of such IP Senior Notes, then the certificate required by this Section 16.06(a) shall (1) be delivered by an Expert who shall be independent of the Company and (2), in addition to the certifications described above, state the fair value to the Company of all IP Senior Notes delivered to the Trustee pursuant to Section 16.09 hereof since the commencement of the then current year as to which a certificate was not delivered by an Expert independent of the Company.
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FAIR VALUE CERTIFICATE. If IP Senior Notes are delivered or surrendered to the Company pursuant to Section 16.05 or 16.08 hereof, the Company shall simultaneously therewith deliver to the Trustee a certificate of an Expert (1) stating that such Expert is familiar with the provisions of such IP Senior Notes and of this Indenture, (2) stating the principal amount of such IP Senior Notes so delivered, the stated interest rate (or method of calculation of interest) of such IP Senior Notes (if any) and the stated maturity date of such IP Senior Notes, (3) if applicable, identifying the 2036 Notes, the payment of the interest on and principal of which has been discharged hereunder, (4) stating that such delivery and release will not impair the Lien of this Indenture in contravention of the provisions of this Indenture. If, prior to the IP Release Date, the fair value of the IP Senior Notes so delivered and released, as described in the certificate to be delivered pursuant to this Section 16.06, both (l) is equal to or exceeds (A) $25,000 and (B) 1% of the principal amount of the Outstanding Notes at the date of release of such IP Senior Notes and (2) together with the fair value, as described in the certificates to be delivered pursuant to this
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FAIR VALUE CERTIFICATE. (a) If required by applicable law, upon the delivery by the Company to the Trustee of Senior Note First Mortgage Bonds pursuant to Section 4.01 or Section 4.09 hereof, the Company shall simultaneously therewith deliver to the Trustee a certificate of an Expert (1) stating that he or she is familiar with the provisions of such Senior Note First Mortgage Bonds and of this Indenture; (2) stating the principal amount of such Senior Note First Mortgage Bonds so delivered, the stated interest rate (or method of calculation of interest) of such Senior Note First Mortgage Bonds (if any) and the stated maturity date of such Senior Note First Mortgage
Sample 1
FAIR VALUE CERTIFICATE. (a) Upon the delivery by the Company to the Trustee of Collateral Bonds pursuant to Section 4.01 hereof, or Substituted Collateral Bonds pursuant to Section 4.09 hereof, the Company shall simultaneously therewith deliver to the Trustee a certificate of an Expert (1) stating that it is familiar with the provisions of such Collateral Bonds or Substituted Collateral Bonds and of this Indenture; (2) stating the principal amount of such Collateral Bonds or Substituted Collateral Bonds so delivered, the stated interest rate (or method of calculation of interest) of such Collateral Bonds or Substituted Collateral Bonds and the stated maturity date of such Collateral Bonds or Substituted Collateral Bonds; (3) identifying the Securities being issued contemporaneously therewith, and (4) stating the fair value to the Company of such Collateral Bonds or Substituted Collateral Bonds. If the fair value to the Company of the Collateral Bonds or Substituted Collateral Bonds so delivered, as described in the certificate to be delivered pursuant to this Section 4.10(a), both (w) is equal to or exceeds (i) $25,000 and (ii) 1% of the principal amount of the Securities outstanding at the date of delivery of such Collateral Bonds or Substituted Collateral Bonds and (x) together with the fair value to the Company, as described in the certificates to be delivered pursuant to this Section 4.10(a), of all other Collateral Bonds or Substituted Collateral Bonds delivered to the Trustees since the commencement of the then current calendar year, is equal to or exceeds 10% of the principal amount of the Securities Outstanding at the date of delivery of such Collateral Bonds or Substituted Collateral Bonds, then the certificate required by this Section 4.10 (a) shall (y) be delivered by an Expert who shall be independent of the Company and satisfactory to the Trustee in its reasonable judgement and (z) shall, in addition to the verifications described above, state the fair value to the Company of all Collateral Bonds or Substituted Collateral Bond delivered to the Trustee pursuant to Section 4.08 or 4.09 hereof since the commencement of the then current year as to which a certificate was not delivered by an Expert independent of the Company.
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FAIR VALUE CERTIFICATE. Prior to the release of any security granted pursuant to this Note Trust Deed or any Note Trust Deed Supplement, the Issuing Entity shall, in addition to any obligation imposed in this Clause 18 or elsewhere in this Note Trust Deed, furnish to the Note Trustee an Officers' Certificate certifying or stating the opinion of each person signing such certificate as to the fair value to the Issuing Entity of the property in relation to which the security is to be so released. The officers so certifying may consult with, and may conclusively rely upon a certificate as to the fair value of such property provided to such officers by an internationally recognised financial institution with expertise in such matters. Whenever the Issuing Entity is required to furnish to the Note Trustee an Officers' Certificate certifying or stating the opinion of any signer thereof as to the matters described in the preceding paragraph, the Issuing Entity shall also deliver to the Note Trustee an Independent Certificate as to the same matters, if the fair value to the Issuing Entity of the property to be so released and of all other such property made the basis of any such release since the commencement of the then current fiscal year of the Issuing Entity, as set forth in the certificates delivered pursuant to this Clause 18, is 10 per cent. or more of the Principal Amount Outstanding, but such a certificate need not be furnished with respect to any property so released if the fair value thereof to the Issuing Entity as set forth in the related Officers' Certificate is less than $25,000 or less than one per cent. of the Principal Amount Outstanding.
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Related to FAIR VALUE CERTIFICATE

  • Calculation of Number and Percentage of Beneficial Ownership of Outstanding Voting Shares For purposes of this Agreement, the percentage of Voting Shares Beneficially Owned by any Person, shall be and be deemed to be the product (expressed as a percentage) determined by the formula: 100 x A/B where:

  • Business Day Certificate On the Closing Date (with respect to the calendar year 2002) and thereafter, within 15 days prior to the end of each calendar year while this Agreement remains in effect (with respect to the succeeding calendar years), the Servicer shall provide to the Trustee and the Depositor a certificate of a Servicing Officer specifying the days on which banking institutions in the State of Pennsylvania are authorized or obligated by law, executive order or governmental decree to be closed.

  • Ownership Interest, Etc The Seller shall (and shall cause the Servicer to), at its expense, take all action necessary or desirable to establish and maintain a valid and enforceable undivided percentage ownership or security interest, to the extent of the Purchased Interest, in the Pool Receivables, the Related Security and Collections with respect thereto, and a first priority perfected security interest in the Pool Assets, in each case free and clear of any Adverse Claim, in favor of the Administrator (for the benefit of the Purchasers), including taking such action to perfect, protect or more fully evidence the interest of the Administrator (for the benefit of the Purchasers) as the Administrator, may reasonably request.

  • Single Certificate A Single Certificate for the Class A-1 Certificates represents a $25,000 Denomination. A Single Certificate for the Class B-1, Class B-2 and Class B-3 Certificates represents a $100,000 Denomination. A Single Certificate for the Class B-4, Class B-5 and Class B-6 Certificates represents a $250,000 Denomination. A Single Certificate for the Class A-R Certificate represents a $100 Denomination.

  • Corporate Certificate The Underwriters shall have received at the Time of Closing a certificate, dated as of the Closing Date, signed by the Secretary of the Company, or such other officer(s) of the Company as the Underwriters may agree, certifying for and on behalf of the Company, to the best of the knowledge, information and belief of the person(s) so signing, with respect to: (a) the articles and by-laws of the Company; (b) the resolutions of the Company’s board of directors relevant to the issue and sale of the Offered Securities by the Company and the authorization of this Underwriting Agreement, the Warrant Indenture, the Warrant Certificates and the Compensation Option Certificates and the other agreements and transactions contemplated herein and therein; and (c) the incumbency and signatures of the signing officer(s) of the Company;

  • Capitalization; Voting Rights (a) The Company’s authorized capital stock, as of immediately prior to the Closing, is composed of (i) 10,000,000 shares of Common Stock, with 100,000 shares having been issued and currently outstanding, and (ii) 1,000,000 convertible preferred stock, including 45,000 shares that have been designated as Series A Convertible Preferred Stock, of which 35,484.07 shares have been issued and are presently outstanding.

  • Class A Certificate 7 Class A Principal Distribution Amount..........................................................7

  • Incomplete Certificate If, with respect to any Rights Certificate surrendered to the Rights Agent for exercise or transfer, the certificate contained in the form of assignment or the form of election to purchase set forth on the reverse thereof, as the case may be, has not been completed to certify the holder is not an Acquiring Person (or an Affiliate or Associate thereof), the Rights Agent shall not take any further action with respect to such requested exercise or transfer without first consulting with the Company.

  • Fractional Shares; Interest; Effect of Conversion No fractional shares shall be issued upon conversion of this Note. In lieu of the Company issuing any fractional shares to Investor upon the conversion of this Note, the Company shall pay to Investor an amount equal to the product obtained by multiplying the Conversion Price by the fraction of a share not issued pursuant to the previous sentence. Upon conversion of this Note in full and the payment of any amounts specified in this Section 6(c), the Company shall be forever released from all its obligations and liabilities under this Note.

  • Ownership Certificates for Tax Purposes The Custodian shall execute ownership and other certificates and affidavits for all federal and state tax purposes in connection with receipt of income or other payments with respect to domestic securities of each Portfolio held by it and in connection with transfers of securities.

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