Officer's Certificate Sample Contracts

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OFFICER’S CERTIFICATE
Officer's Certificate • March 29th, 2019 • Morgan Stanley Capital I Trust 2016-Bnk2 • Asset-backed securities

The undersigned, Barry Davis, President of C-III Asset Management LLC (f/k/a Centerline Servicing LLC), the Special Servicer under that certain Pooling and Servicing Agreement dated as of November 1, 2016, relating to the Morgan Stanley Capital I Trust 2016-BNK2, Commercial Mortgage Pass-Through Certificates, Series 2016-BKN2 (the “Pooling and Servicing Agreement”), hereby certifies as follows:

logo) C-III | C-III Asset Management OFFICER’S CERTIFICATE
Officer's Certificate • March 22nd, 2018 • Wells Fargo Commercial Mortgage Trust 2017-Rb1 • Asset-backed securities
logo) C-III | C-III Asset Management OFFICER’S CERTIFICATE
Officer's Certificate • April 2nd, 2018 • Morgan Stanley Capital I Trust 2016-Bnk2 • Asset-backed securities
MONDELĒZ INTERNATIONAL, INC. OFFICERS’ CERTIFICATE January 21, 2016
Officers’ Certificate • January 21st, 2016 • Mondelez International, Inc. • Food and kindred products

Reference is made to (i) Section 301 of the Indenture dated as of March 6, 2015 (the “Indenture”), by and between Mondelēz International, Inc., a Virginia corporation (the “Company”), and Deutsche Bank Trust Company Americas, as Trustee (the “Trustee”), (ii) the Terms Agreement dated January 13, 2016 (the “Terms Agreement”), which incorporates the Amended and Restated Underwriting Agreement dated February 28, 2011 (the “Underwriting Agreement”), by and among the Company and BNP Paribas, Deutsche Bank AG, London Branch and Merrill Lynch International, as representatives of the underwriters named therein, relating to the offer and sale by the Company of €700,000,000 aggregate principal amount of its 1.625% Notes due 2023 (the “Notes”).

logo) C-III | C-III Asset Management OFFICER’S CERTIFICATE
Officer's Certificate • April 2nd, 2018 • Morgan Stanley Capital I Trust 2016-Bnk2 • Asset-backed securities
logo) C-III | C-III Asset Management OFFICER’S CERTIFICATE
Officer's Certificate • March 29th, 2019 • Morgan Stanley Capital I Trust 2016-Bnk2 • Asset-backed securities
OFFICER’S CERTIFICATE
Officer's Certificate • March 22nd, 2019 • Wells Fargo Commercial Mortgage Trust 2015-P2 • Asset-backed securities

The undersigned, Barry Davis, President of C-III Asset Management LLC (f/k/a Centerline Servicing LLC), the Special Servicer under that certain Pooling and Servicing Agreement dated as of December 1, 2015, relating to the Citigroup Commercial Mortgage Trust 2015-GC35, Commercial Mortgage Pass-Through Certificates, Series 2015-GC35 (the “Pooling and Servicing Agreement”), hereby certifies as follows:

KRAFT FOODS INC. OFFICERS’ CERTIFICATE
Officers’ Certificate • December 12th, 2007 • Kraft Foods Inc • Food and kindred products

Reference is made to Section 301 of the Indenture dated as of October 17, 2001, between Kraft Foods Inc. (the “Company”) and The Bank of New York (as successor to The Chase Manhattan Bank), as Trustee (the “Indenture”), the Terms Agreement dated December 5, 2007 (the “Terms Agreement”) among the Company and Credit Suisse Securities (USA) LLC, Goldman, Sachs & Co., HSBC Securities (USA) Inc., J.P. Morgan Securities Inc. and UBS Securities LLC, as representatives of the Underwriters named therein, relating to the offer and sale by the Company of $2,000,000,000 aggregate principal amount of its 6.125% Notes due 2018 and $1,000,000,000 aggregate principal amount of its 6.875% Notes due 2038 and the Underwriting Agreement dated December 5, 2007 (the “Underwriting Agreement”) incorporated by reference into the Terms Agreement. Capitalized terms used but not otherwise defined herein shall have the respective meanings given such terms in the Indenture, the Underwriting Agreement or the Terms A

logo) C-III | C-III Asset Management OFFICER’S CERTIFICATE
Officer's Certificate • March 22nd, 2019 • Wells Fargo Commercial Mortgage Trust 2015-P2 • Asset-backed securities
EX‑35.2 (logo) C-III | C-III Asset Management OFFICER’S CERTIFICATE
Officer’s Certificate • March 21st, 2017 • CSAIL 2015-C1 Commercial Mortgage Trust • Asset-backed securities
FLOWERS FOODS, INC. OFFICER’S CERTIFICATE APRIL 3, 2012
Officer’s Certificate • April 3rd, 2012 • Flowers Foods Inc • Food and kindred products

Reference is made to the Indenture dated as of April 3, 2012, by and between Flowers Foods, Inc. (the “Company”) and Wells Fargo Bank, National Association, as Trustee (the “Indenture”), and the Underwriting Agreement dated March 29, 2012 (the “Underwriting Agreement”), by and among the Company and Deutsche Bank Securities Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representatives of the Underwriters named therein, relating to the offer and sale by the Company of $400,000,000 aggregate principal amount of its 4.375% Senior Notes due 2022. Capitalized terms used but not otherwise defined in this Certificate or the exhibits thereto shall have the respective meanings given such terms in the Indenture. The undersigned Executive Vice President and Chief Financial Officer, R. Steve Kinsey, hereby certifies pursuant to Section 203 of the Indenture that, on behalf of the Company, there is hereby established a Series of Notes (as that term is defined the Indenture), the ter

OFFICER’S CERTIFICATE
Officer’s Certificate • March 30th, 2012 • BMW Vehicle Lease Trust 2010-1 • Asset-backed securities

This Officer’s Certificate is furnished pursuant to Section 2.11 of that certain Servicing Supplement dated as of September 23, 2010 (the “Servicing Agreement”), among BMW Financial Services NA, LLC, as Seller, Servicer, Administrator and Custodian, Citibank, N.A., as Indenture Trustee, BMW Auto Leasing LLC, as Depositor, and the BMW Vehicle Lease Trust 2010-1 as Issuer (all capitalized terms used herein without definition have the respective meanings specified in the Servicing Agreement).

logo) C-III | C-III Asset Management OFFICER’S CERTIFICATE
Officer's Certificate • March 20th, 2019 • Wells Fargo Commercial Mortgage Trust 2017-C40 • Asset-backed securities
FLOWERS FOODS, INC. OFFICER’S CERTIFICATE MARCH 9, 2021
Officer’s Certificate • March 9th, 2021 • Flowers Foods Inc • Food and kindred products

Reference is made to the Indenture dated as of April 3, 2012, by and between Flowers Foods, Inc. (the “Company”) and Wells Fargo Bank, National Association, as Trustee (the “Indenture”), and the Underwriting Agreement dated March 2, 2021 (the “Underwriting Agreement”), by and among the Company and BofA Securities, Inc. and Deutsche Bank Securities Inc., acting as representatives of the several Underwriters named therein, relating to the offer and sale by the Company of $500,000,000 aggregate principal amount of its 2.400% Senior Notes due 2031. Capitalized terms used but not otherwise defined in this Certificate or the exhibits thereto shall have the respective meanings given such terms in the Indenture. The undersigned Chief Financial Officer and Chief Accounting Officer, R. Steve Kinsey, hereby certifies pursuant to Section 2.02 of the Indenture that, on behalf of the Company, there is hereby established a Series of Notes (as that term is defined the Indenture), the terms of which sh

OFFICER’S CERTIFICATE
Officer's Certificate • March 21st, 2018 • J.P. Morgan Chase Commercial Mortgage Securities Trust 2013-Lc11 • Asset-backed securities

The undersigned, Barry davis, President of C-III Asset Management LLC (f/k/a Centerline Servicing LLC), the Special Servicer under that certain Pooling and Servicing Agreement dated as of May 1, 2013, relating to the J.P. Morgan Chase Commercial Mortgage Securities Trust 2013-LC11, Commercial Mortgage Pass-Through Certificates, Series 2013-LC11 (the “Pooling and Servicing Agreement”), hereby certifies as follows:

logo) C-III | C-III Asset Management OFFICER’S CERTIFICATE
Officer's Certificate • March 21st, 2018 • Wells Fargo Commercial Mortgage Trust 2015-P2 • Asset-backed securities
MONDELĒZ INTERNATIONAL, INC. OFFICERS’ CERTIFICATE March 6, 2015
Officers’ Certificate • March 6th, 2015 • Mondelez International, Inc. • Food and kindred products

Reference is made to (i) Section 301 of the Indenture dated as of March 6, 2015 (the “Indenture”), by and between Mondelēz International, Inc., a Virginia corporation (the “Company”), and Deutsche Bank Trust Company Americas, as Trustee (the “Trustee”), (ii) the Terms Agreement dated February 25, 2015 (the “Euro Notes Terms Agreement”), which incorporates the Amended and Restated Underwriting Agreement dated February 28, 2011 (the “Underwriting Agreement”), by and among the Company and Credit Suisse Securities (Europe) Limited, Deutsche Bank AG, London Branch, The Royal Bank of Scotland plc and Société Générale, as representatives of the underwriters named therein, relating to the offer and sale by the Company of €500,000,000 aggregate principal amount of its 1.000% Notes due 2022 (the “2022 Notes”), €750,000,000 aggregate principal amount of its 1.625% Notes due 2027 (the “2027 Notes”) and €750,000,000 aggregate principal amount of its 2.375% Notes due 2035 (the “2035 Notes”), and (ii

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logo) C-III | C-III Asset Management OFFICER’S CERTIFICATE
Officer’s Certificate • March 20th, 2018 • CSAIL 2015-C1 Commercial Mortgage Trust • Asset-backed securities
logo) C-III | C-III Asset Management OFFICER’S CERTIFICATE
Officer's Certificate • March 20th, 2018 • Morgan Stanley Bank of America Merrill Lynch Trust 2016-C28 • Asset-backed securities
logo) C-III | C-III Asset Management LLC OFFICER’S CERTIFICATE
Officer’s Certificate • March 21st, 2019 • Morgan Stanley Bank of America Merrill Lynch Trust 2016-C28 • Asset-backed securities
Officer’s Certificate
Officer’s Certificate • February 27th, 2009

This Officer’s Certificate (this “Certificate”) is delivered in connection with Section 1.2(d)(iv) of the Securities Purchase Agreement – Standard Terms (the “SPA”) incorporated into the Letter Agreement, dated as of , between

logo) C-III | C-III Asset Management OFFICER’S CERTIFICATE
Officer's Certificate • March 22nd, 2019 • Wells Fargo Commercial Mortgage Trust 2017-C38 • Asset-backed securities
FLOWERS FOODS, INC. OFFICER’S CERTIFICATE SEPTEMBER 28, 2016
Officer’s Certificate • September 28th, 2016 • Flowers Foods Inc • Food and kindred products

Reference is made to the Indenture dated as of April 3, 2012, by and between Flowers Foods, Inc. (the “Company”) and Wells Fargo Bank, National Association, as Trustee (the “Indenture”), and the Underwriting Agreement dated September 23, 2016 (the “Underwriting Agreement”), by and among the Company and Deutsche Bank Securities Inc., Wells Fargo Securities, LLC, RBC Capital Markets, LLC and SunTrust Robinson Humphrey, Inc., as representatives of the Underwriters named therein, relating to the offer and sale by the Company of $400,000,000 aggregate principal amount of its 3.500% Senior Notes due 2026. Capitalized terms used but not otherwise defined in this Certificate or the exhibits thereto shall have the respective meanings given such terms in the Indenture. The undersigned Executive Vice President and Chief Financial Officer, R. Steve Kinsey, hereby certifies pursuant to Section 203 of the Indenture that, on behalf of the Company, there is hereby established a Series of Notes (as tha

logo) C-III | C-III Asset Management OFFICER’S CERTIFICATE
Officer's Certificate • March 21st, 2018 • Wells Fargo Commercial Mortgage Trust 2015-P2 • Asset-backed securities
OFFICER’S CERTIFICATE
Officer’s Certificate • June 24th, 2005 • Cord Blood America, Inc. • Services-medical laboratories

This Officer’s Certificate (the “Certificate”) is being delivered in connection with the Promissory Note dated as of April 27, 2005 (the “Note”), by and between CORD BLOOD AMERICA, INC., a Florida corporation (the “Company”), and CORNELL CAPITAL PARTNERS, LP (the “Lender”). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Note.

logo) C-III | C-III Asset Management OFFICER’S CERTIFICATE
Officer's Certificate • March 25th, 2019 • CSAIL 2015-C1 Commercial Mortgage Trust • Asset-backed securities
EX‑35.12 (logo) C-III | C-III Asset Management OFFICER’S CERTIFICATE
Officer's Certificate • March 24th, 2017 • Wells Fargo Commercial Mortgage Trust 2015-P2 • Asset-backed securities
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