Officers’ Certificate of Issuer Regarding this Supplemental Indenture. An Officer’s certificate of the Issuer stating that, to the best of the signing Officer’s knowledge, the Issuer is not in default under the Indenture and that the issuance of the First Refinancing Notes applied for by it will not result in a default or a breach of any of the terms, conditions or provisions of, or constitute a default under, its Organizational Documents, any indenture or other agreement or instrument to which it is a party or by which it is bound, or any order of any court or administrative agency entered in any Proceeding to which it is a party or by which it may be bound or to which it may be subject; that all conditions precedent provided herein relating to the authentication and delivery of the First Refinancing Notes have been complied with; and that all expenses due or accrued with respect to the offering of such First Refinancing Notes or relating to actions taken on or in connection with the First Refinancing Date have been paid or reserves therefor have been made. The Officer’s certificates of the Issuer shall also state that, to the best of the signing Officer’s knowledge, all of the Issuer representations and warranties contained herein are true and correct as of the First Refinancing Date.
Officers’ Certificate of Issuer Regarding this Supplemental Indenture. An Officer’s Certificate of the Issuer stating that, to the best of the signing Officer’s knowledge, (A) all conditions precedent provided in the Indenture, the Fiscal Agency Agreement and this Supplemental Indenture relating to the issuance, authentication and delivery of the First Refinancing Notes and the Additional Preferred Shares, in each case, have been complied with; (B) the Issuer is not in default under the Indenture and the Fiscal Agency Agreement and that the issuance of the First Refinancing Notes and the Additional Preferred Shares applied for by it, in each case, will not result in a default or a breach of any of the terms, conditions or provisions of, or constitute a default under, its organizational documents, any indenture or other agreement or instrument to which it is a party or by which it is bound, or any order of any court or administrative agency entered in any Proceeding to which it is a party or by which it may be bound or to which it may be subject; and (C) all expenses due or accrued with respect to the offering of such securities or relating to actions taken on or in connection with the issuance of the First Refinancing Notes and the Additional Preferred Shares, in each case, have been paid or reserves therefor have been made. The Officer’s Certificate of the Issuer shall also state that all of its representations and warranties contained in this Supplemental Indenture are true and correct as of the First Refinancing Date.
