Common use of Officer’s Compliance Certificate Clause in Contracts

Officer’s Compliance Certificate. At each time financial statements are delivered pursuant to Sections 6.1(a)(ii) or 6.1(b) and at such other times as the Administrative Agent shall reasonably request a certificate of the chief financial officer or the treasurer of Borrower in the form of Exhibit I attached hereto (an "Officer's Compliance Certificate"): (a) stating that such officer has reviewed such financial statements and, to the best of his knowledge, such financial statements fairly present in all material respects the financial condition of the Borrower as of the dates indicated and the results of its operations and cash flows for the periods indicated; (b) stating that to such officer's knowledge, based on a reasonable examination, no Default or Event of Default exists, or, if such is not the case, specifying such Default or Event of Default and its nature, when it occurred, whether it is continuing and the steps being taken by the Borrower with respect to such Default or Event of Default; (c) stating that the Borrower is in compliance with the covenants and restrictions set forth in Articles VII, VIII and IX of this Agreement and, with respect to the covenants set forth in Article VIII, the calculations applicable thereto; and (d) setting forth any other information reasonably required by the Administrative Agent to ensure compliance with this Agreement.

Officer’s Compliance Certificate. At each time financial statements are delivered pursuant to Sections 6.1(a)(ii) or 6.1(b) and at such other times as the Administrative Agent shall reasonably request request, a certificate of the chief financial officer or the treasurer of Borrower in the form of Exhibit I attached hereto (an "Officer's Compliance Certificate"): (a) stating that such officer has reviewed such financial statements and, to the best of his knowledge, such financial statements fairly present in all material respects the financial condition of the Borrower as of the dates indicated and the results of its operations and cash flows for the periods indicated; (b) stating that to such officer's knowledge, based on a reasonable examination, no Default or Event of Default exists, or, if such is not the case, specifying such Default or Event of Default and its nature, when it occurred, whether it is continuing and the steps being taken by the Borrower with respect to such Default or Event of Default; (c) stating that the Borrower is in compliance with the covenants and restrictions set forth in Articles VII, VIII and IX of this Agreement and, with respect to the covenants set forth in Article VIII, the calculations applicable thereto; and (d) setting forth any other information reasonably required by the Administrative Agent to ensure compliance with this Agreement.

Officer’s Compliance Certificate. At each time financial statements are delivered pursuant to Sections 6.1(a)(ii6.1(a) or 6.1(b(b) and at such other times as the Administrative Agent Lead Agents shall reasonably request request, a certificate of the chief executive officer, chief financial officer or the treasurer of the Borrower in the form of Exhibit I E attached hereto (an "Officer's Compliance Certificate"): (a) stating that such officer has officers have reviewed such financial statements and, to the best of his knowledge, and such financial statements fairly present in all material respects the financial condition of the Borrower as of the dates indicated and the results of its their operations and cash flows for the periods indicated; (b) stating that to such officer's officers' knowledge, based on a reasonable examinationexamination sufficient to enable him to make an informed statement, no Default or Event of Default exists, or, if such is not the case, specifying such Default or Event of Default and its nature, when it occurred, whether it is continuing and the steps being taken by the Borrower with respect to such Default or Event of Default;; and (c) stating that setting forth as at the end of such fiscal quarter or Fiscal Year, as the case may be, the calculations required to establish whether or not the Borrower is and its Restricted Subsidiaries were in compliance with the covenants and restrictions set forth in Articles VII, VIII and IX of this Agreement and, with respect to the financial covenants set forth in Article VIIIVIII hereof as at the end of each respective period, and the calculations applicable thereto; and (dcalculation of the Applicable Margin pursuant to Section 3.1(c) setting forth any other information reasonably required by as at the Administrative Agent to ensure compliance with this Agreement.end of each respective period. 49