Common use of Officer’s Certification Clause in Contracts

Officer’s Certification. The Seller has read the Trust Agreement, the Indenture, and the definitions in the Indenture, this Omnibus Amendment and the Sale and Servicing Agreement. The Seller has examined the Basic Documents, the Issuer Order in Section 11 above, the Opinions of Counsel described in the fourth and fifth Whereas clauses hereto, the direction to the Owner Trustee in Section 11 above, the notices to the Rating Agencies described in the fourth and fifth Whereas clauses hereto, and this Omnibus Amendment. In the opinion of the Seller, the Seller has made such examination or investigation as is necessary to enable the Seller to express the opinions stated herein. In the opinion of the Seller, upon the full execution and delivery of this Omnibus Amendment, including the Issuer Order and direction to Owner Trustee included in Section 11 above and the Officer Certification in this Section 14, together with delivery of the Opinions of Counsel described in the fourth and fifth Whereas clause hereto and the prior notices provided to the Rating Agencies as described in fourth and fifth Whereas clauses hereto, all conditions precedent in the Trust Agreement and Indenture will be satisfied with respect to this Omnibus Amendment. The Seller further certifies that this Omnibus Amendment is authorized and permitted by the Basic Documents.