Common use of Opinions, Officer’s Certificates and Borrowing Request Clause in Contracts

Opinions, Officer’s Certificates and Borrowing Request. The Administrative Agent shall have received (in each case dated as of the Initial Closing Date): (i) a Solvency Certificate, (ii) a Borrowing Request in accordance with Section 2.03, (iii) an officer’s certificate, signed by a Responsible Officer of the Borrower that there has been no change to the matters previously certified pursuant to Section 4.01(b) (or otherwise providing updates to such certifications) and that each of the conditions precedent contained in Sections 4.02(c), (h) and (i) have been satisfied as of the Initial Closing Date and (iv) a favorable written opinion (addressed to the Administrative Agent and the Lenders and dated the Initial Closing Date) of each of (A) Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Borrower and the Loan Parties, and (B) Read Xxxxxx, Vice President, Associate General Counsel and Secretary of the Borrower, in each case covering such customary matters relating to the Loan Parties, the Loan Documents or the Transactions as the Administrative Agent shall reasonably request and in form reasonably acceptable to the Administrative Agent. The Borrower hereby requests such counsel to deliver such opinions.