Common use of Officer’s Certificate as Evidence Clause in Contracts

Officer’s Certificate as Evidence. Subject to the provisions of Sections 6.01 and 6.02, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, omitting or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence or bad faith on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ Certificate delivered to the Trustee, and such certificate, in the absence of gross negligence or bad faith on the part of the Trustee, shall be full warrant to the Trustee for any action taken, omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions requirements of Sections 6.01 and 6.02Section 315 of the Trust Indenture Act of 1939, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, omitting or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence or bad faith on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ ' Certificate delivered to the Trustee, and such certificate, in the absence of gross negligence or bad faith on the part of the Trustee, shall be full warrant to the Trustee for any action taken, omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions of Sections 6.01 and 6.02Except as otherwise provided in Section 6.01, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or omitting or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence negligence, willful misconduct or bad faith on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ Certificate delivered to the Trustee, and such certificateOfficers’ Certificate, in the absence of gross negligence negligence, willful misconduct or bad faith on the part of the Trustee, shall be full warrant to the Trustee for any action taken, taken or omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions of Sections 6.01 and 6.02Section 8.01, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, omitting taking or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence or bad faith on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ ' Certificate of the Issuer or the Guarantor delivered to the Trustee, and such certificateCertificate, in the absence of gross negligence or bad faith on the part of the Trustee, shall be full warrant to the Trustee for any action taken, suffered or omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions of Sections 6.01 Section 7.01 and 6.02Section 7.02, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, omitting or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence or bad faith on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ Officer’s Certificate delivered to the Trustee, and such certificateOfficer’s Certificate, in the absence of gross negligence or bad faith on the part of the Trustee, shall be full warrant to the Trustee for any action taken, omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions of Sections 6.01 and 6.02Except as otherwise provided in ‎Section 7.01, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or omitting or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence or negligence, willful misconduct and bad faith on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ Certificate delivered to the Trustee, and such certificateOfficers’ Certificate, in the absence of gross negligence or negligence, willful misconduct and bad faith on the part of the Trustee, shall be full warrant to the Trustee for any action taken, taken or omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions of Sections 6.01 and 6.02in Section 7.01, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or omitting or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence or negligence, willful misconduct and bad faith on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ Officer’s Certificate delivered to the Trustee, and such certificateOfficer’s Certificate, in the absence of gross negligence or negligence, willful misconduct and bad faith on the part of the Trustee, shall be full warrant to the Trustee for any action taken, taken or omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions of Sections 6.01 and 6.02Except as otherwise provided in Section 7.01, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or omitting or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence negligence, willful misconduct or bad faith on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ Officer’s Certificate delivered to the Trustee, and such certificateOfficer’s Certificate, in the absence of gross negligence negligence, willful misconduct or bad faith on the part of the Trustee, shall be full warrant to the Trustee for any action taken, taken or omitted or suffered by it under the provisions of this Indenture upon the faith thereofin reliance thereon.

Officer’s Certificate as Evidence. Subject to the provisions of Sections 6.01 and 6.02Except as otherwise provided in Section 7.01, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or omitting or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence negligence, willful misconduct or bad faith on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ Officer’s Certificate delivered to the Trustee, and such certificateOfficer’s Certificate, in the absence of gross negligence negligence, willful misconduct or bad faith on the part of the Trustee, shall be full warrant to the Trustee for any action taken, taken or omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions of Sections 6.01 and 6.02in Section 7.01, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or omitting or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence or negligence, willful misconduct and bad faith on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ Certificate delivered to the Trustee, and such certificateOfficers’ Certificate, in the absence of gross negligence or negligence, willful misconduct and bad faith on the part of the Trustee, shall be full warrant to the Trustee for any action taken, taken or omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions of Sections 6.01 7.01 and 6.027.02, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, omitting or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence or bad faith on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ ' Certificate delivered to the Trustee, and such certificateCertificate, in the absence of gross negligence or bad faith on the part of the Trustee, shall be full warrant to the Trustee for any action taken, omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions of Sections 6.01 and 6.02Except as otherwise provided in Section 7.01, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or omitting or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence or negligence, willful misconduct,and bad faith on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ Certificate delivered to the Trustee, and such certificateOfficers’ Certificate, in the absence of gross negligence or negligence, willful misconduct and bad faith on the part of the Trustee, shall be full warrant to the Trustee for any action taken, taken or omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions of Sections 6.01 and 6.02Except as otherwise provided in ‎Section 7.01, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or omitting or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence or negligence, bad faith and willful misconduct on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ Officer’s Certificate delivered to the Trustee, and such certificateOfficer’s Certificate, in the absence of gross negligence or negligence, bad faith and willful misconduct on the part of the Trustee, shall be full warrant to the Trustee for any action taken, taken or omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions of Sections 6.01 and 6.02Except as otherwise provided in Section 8.01, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or omitting or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence or negligence, willful misconduct, and bad faith on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ ' Certificate delivered to the Trustee, and such certificateOfficers' Certificate, in the absence of gross negligence or negligence, willful misconduct, and bad faith on the part of the Trustee, shall be full warrant to the Trustee for any action taken, taken or omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions of Except as otherwise provided in Sections 6.01 6.1 and 6.026.2, whenever in the administration of the provisions of this Indenture the Debenture Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or omitting or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be is herein specifically prescribed) may, in the absence of gross negligence or bad faith on the part of the Debenture Trustee, be deemed to be conclusively proved and established by an Officers’ ' Certificate delivered to the Debenture Trustee, and such certificateOfficers' Certificate, in the absence of gross negligence or bad faith on the part of the Debenture Trustee, shall be full warrant to the Debenture Trustee for any action taken, taken or omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions of Sections 6.01 and 6.02in Section 7.01, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or omitting or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence or negligence, willful misconduct and bad faith on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ ' Certificate delivered to the Trustee, and such certificateOfficers' Certificate, in the absence of gross negligence or negligence, willful misconduct and bad faith on the part of the Trustee, shall be full warrant to the Trustee for any action taken, taken or omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions of Except as otherwise provided in Sections 6.01 and 6.02, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or omitting or suffering any action to be taken hereunder, such matter (unless other evidence in respect • thereof be herein specifically prescribed) may, in the absence of gross negligence negligence, willful misconduct or bad faith on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ ' Certificate delivered to the Trustee, and such certificate, in the absence of gross negligence negligence, willful misconduct or bad faith on the part of the Trustee, shall be full warrant to the Trustee for any action taken, taken or omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions of Except as otherwise provided in Sections 6.01 and 6.02, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or omitting or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be is herein specifically prescribed) may, in the absence of gross negligence or bad faith on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ ' Certificate delivered to the Trustee, and such certificate, in the absence of gross negligence or bad faith on the part of the Trustee, shall be full warrant to the Trustee for any action taken, taken or omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions of Except as otherwise provided in Sections 6.01 and 6.02, whenever in the administration of the provisions of this Indenture Inden- ture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or omitting or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be is herein specifically prescribed) may, in the absence of gross negligence or bad faith on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ Certificate ' Certifi- cate delivered to the Trustee, and such certificate, in the absence of gross negligence or bad faith on the part of the Trustee, shall be full warrant to the Trustee for any action taken, taken or omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions of Sections 6.01 and 6.02Except as otherwise provided in Section 8.01, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved provided or established prior to taking, taking or omitting or suffering any such action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence negligence, misconduct or bad faith on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ Officer’s Certificate delivered to the Trustee, and such certificateOfficer’s Certificate, in the absence of gross negligence negligence, misconduct or bad faith on the part of the Trustee, shall be full warrant to the Trustee for any action taken, taken or omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions of Sections 6.01 7.01 and 6.027.02, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, omitting or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence or bad faith on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ Certificate delivered to the Trustee, and such certificate, in the absence of gross negligence or bad faith on the part of the Trustee, shall be full warrant to the Trustee for any action taken, omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions of Sections 6.01 and 6.02Section 7.01, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or omitting or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence or negligence, bad faith or willful misconduct on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ ' Certificate delivered to the Trustee, and such certificateCertificate, in the absence of gross negligence or negligence, bad faith or willful misconduct on the part of the Trustee, shall be full warrant to the Trustee for any action taken, taken or omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions of Sections 6.01 and 6.02Except as otherwise provided in ‎Section 7.01, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or omitting or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence or negligence, willful misconduct and bad faith on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ Certificate delivered to the Trustee, and such certificateOfficers’ Certificate, in the absence of gross negligence or negligence, willful misconduct and bad faith on the part of the Trustee, shall be full warrant to #93753236v10 the Trustee for any action taken, taken or omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions of Sections 6.01 and 6.02Except as otherwise provided in Section 8.01, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved provided or established prior to taking, taking or omitting or suffering any such action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence negligence, willful misconduct or bad faith on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ Officer’s Certificate delivered to the Trustee, and such certificateOfficer’s Certificate, in the absence of gross negligence negligence, willful misconduct or bad faith on the part of the Trustee, shall be full warrant to the Trustee for any action taken, taken or omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions of Sections 6.01 and 6.02Except as otherwise provided in ‎Section 7.01, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or omitting or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence or negligence, willful misconduct and bad faith on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ ' Certificate delivered to the Trustee, and such certificateOfficers' Certificate, in the absence of gross negligence or negligence, willful misconduct and bad faith on the part of the Trustee, shall be full warrant to the Trustee for any action taken, taken or omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions of Sections 6.01 and 6.02Except as otherwise provided in Section 7.01, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or omitting or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence negligence, willful misconduct or bad faith on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ ' Certificate delivered to the Trustee, and such certificateOfficers' Certificate, in the absence of gross negligence negligence, willful misconduct or bad faith on the part of the Trustee, shall be full warrant to the Trustee for any action taken, taken or omitted or suffered by it under the provisions of this Indenture upon the faith thereof.

Officer’s Certificate as Evidence. Subject to the provisions of Sections 6.01 and 6.02Except as otherwise provided in Section 7.01, whenever in the administration of the provisions of this Indenture the Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking, taking or omitting or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence or negligence, bad faith and willful misconduct, on the part of the Trustee, be deemed to be conclusively proved and established by an Officers’ Officer’s Certificate delivered to the Trustee, and such certificateOfficer’s Certificate, in the absence of gross negligence or negligence, bad faith and willful misconduct on the part of the Trustee, shall be full warrant to the Trustee for any action taken, taken or omitted or suffered by it under the provisions of this Indenture upon the faith thereof.