Common use of Certificate and Opinion as to Conditions Precedent Clause in Contracts

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take any action under this Indenture, the Issuers shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ ' Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1i) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof12.05) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2ii) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof12.05) stating that, in the opinion of such counselcounsel (who may rely on such Officers’ Certificate as to matters of fact), all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.03 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.03 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1a) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ ' Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1a) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof11.5) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfiedcomplied with; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof11.5) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfiedcomplied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1a) an Officers’ An Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof12.03) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2b) an An Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof12.03) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1a) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof10.05) stating that, in the opinion of the signerssuch person, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfiedcomplied with; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof10.05) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfiedcomplied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take any action under this Indenture, the Issuers shall furnish to the Trustee: (1a) an Officers’ ' Certificate in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof10.05) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof10.05) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 12.04 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 12.04 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1a) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof12.05) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof12.05) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take any action under this Indenture, the Issuers Issuer shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.04 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.04 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied. Notwithstanding the foregoing, such Opinion of Counsel shall not be required in the case of the initial issuance of the Notes hereunder on the date hereof.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take any action under this Indenture, the Issuers shall furnish to the Trustee: (1a) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1a) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1a) an Officers’ ' Certificate in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof12.05) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof12.05) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1a) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 11.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 11.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take any action under this Indenture, the Issuers shall furnish to the Trustee: (1a) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 14.03 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 14.03 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 11.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 11.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Officer's Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signerssigner, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take any action under this Indenture, the Issuers Issuer shall furnish to the Trustee: (1) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 12.03 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 12.03 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied; provided that the Issuer shall not be required to deliver this Opinion of Counsel in connection with the initial issuance of Notes under this Indenture.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take any action under this Indenture, the Issuers Issuer shall furnish to the Trustee: (1a) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof12.05) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof12.05) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1a) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take any action under this Indenture, the Issuers Issuer shall furnish to the Trustee: (1a) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof10.05) stating that, in the opinion of the signerssuch person, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfiedcomplied with; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof10.05) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfiedcomplied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take any action under this Indenture, the Issuers Issuer shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 12.03 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 12.03 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1a) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.06 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.06 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take any action under this Indenture, the Issuers Issuer shall furnish to the Trustee: (1) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of the signerssigner, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfiedcomplied with; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfiedcomplied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take any action under this Indenture, the Issuers Issuer shall furnish to the Trustee: (1A) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof10.04) stating that, in the opinion of the signerssuch person, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfiedcomplied with; and (2B) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof10.04) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfiedcomplied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take any action under this Indenture, the Issuers shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof11.05) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof11.05) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take any action under this Indenture, the Issuers shall furnish to the Trustee: (1a) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 14.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 14.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take any action under this Indenture, the Issuers Issuer shall furnish to the Trustee: (1a) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof13.04) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof13.04) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1a) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 12.04 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 12.04 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Supplemental Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Supplemental Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. (a) Upon any request or application by the Issuers an Issuer to the Trustee to take any action under this Indenture, the Issuers such Issuer shall furnish to the Trustee: (1i) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof12.03) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2ii) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof12.03) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 14.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 14.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take any action under this Indenture, the Issuers shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take any action under this Indenture, the Issuers shall furnish to the Trustee: (1a) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenantsprecedent, if any, provided for in this Indenture relating to the proposed action have been satisfiedcomplied with; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfiedcomplied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take any action under this Indenture, the Issuers shall furnish to the Trustee: (1) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.04 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.04 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1a) an Officers’ ' Certificate in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof10.05) stating that, in the opinion of the signerssuch person, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfiedcomplied with; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof10.05) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfiedcomplied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 11.03 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 11.03 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.04 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.04 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1a) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfiedcomplied with; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfiedcomplied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take any action under this Indenture, the Issuers Issuer shall furnish to the Trustee: (1) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Issuers shall furnish to the Trustee: (1a) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.04 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.04 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take any action under this Indenture, the Issuers Issuer shall furnish to the Trustee: (1) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of the signerssigner, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfiedcomplied with; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfiedcomplied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1a) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof13.05) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfiedcomplied with; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof13.05) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfiedcomplied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take any action under this Indenture, the Issuers shall furnish to the Trustee: (1) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers shall Company will furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenturehereunder, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture herein relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take any action under this Indenture, the Issuers shall Issuer will furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.04 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.04 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the TrusteeTrustee upon request: (1) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.04 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.04 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take any action under this Indenture, the Issuers Issuer shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take or refrain from taking any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1i) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.04 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2ii) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.04 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take any action under this Indenture, the Issuers Issuer shall furnish to the Trustee: (1) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers an Issuer to the Trustee to take any action under this IndentureIndenture (other than in connection with an Authentication Order), the Issuers such Issuer shall furnish to the Trustee: (1a) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take any action under this Indenture, the Issuers shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 14.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 14.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ ' Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied; provided that no such Opinion of Counsel shall be required in connection with the issuance of the Initial Notes on the Issue Date.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take any action under this Indenture, the Issuers shall furnish to the Trustee: (1) an Officers’ ' Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take any action under this Indenture, the Issuers shall furnish to the Trustee: (1) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take or refrain from taking any action under this Indenture, the Note Issuers shall shall, if requested by the Trustee, furnish to the Trustee: (1) an Officers’ ' Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in and complying with Section 12.05 hereof) 11.05 stating that, in the opinion of the signers, all conditions precedent and covenantsprecedent, if any, provided for in this Indenture relating to the proposed action have been satisfiedcomplied with; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in and complying with Section 12.05 hereof) 11.05 stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfiedcomplied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take any action under this Indenture, the Issuers Issuer shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 11.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 11.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Officer's Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take any action under this Indenture, the Issuers shall furnish to the Trustee: (1a) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof12.05) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof12.05) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1a) an Officers’ ' Certificate in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.04 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.04 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take any action under this Indenture, the Issuers shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 12.04 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 12.04 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1a) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof13.05) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfiedcomplied with; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof13.05) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfiedcomplied with, provided, that no such Opinion of Counsel shall be delivered on the date of this Indenture in connection with the original issuance of the initial Global Notes.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take any action under this Indenture, the Issuers Issuer shall furnish to the Trustee: (1) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied; provided that in giving an Opinion of Counsel, counsel may rely on an Officer’s Certificate as to any matters of fact.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.03 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.03 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take any action under this Indenture, the Issuers Issuer shall furnish to the TrusteeTrustee upon request: (1) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.04 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.04 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take any action under this Indenture, the Issuers shall furnish to the Trustee: (1i) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof12.05) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2ii) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof12.05) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers shall Company will furnish to the Trustee: (1a) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Certificate in a form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in a form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take any action under this Indenture, the Issuers Issuer shall furnish to the Trustee: (1a) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof12.05) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof12.05) stating that, in the opinion of such counselcounsel (who may rely on such Officers’ Certificate as to matters of fact), all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take any action under this Indenture, the Issuers shall furnish to the Trustee: (1) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.03 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.03 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section ‎Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section ‎Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take any action under this Indenture, the Issuers Issuer shall furnish to the Trustee: (1) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.04 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.04 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take any action under this Indenture, the Issuers Issuer shall furnish to the Trustee at the request of the Trustee: (1) an Officers’ Certificate Officer’s Certificate, in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof) 12.05), stating that, in the opinion of the signers, all conditions precedent and covenantsto be performed or effected by the Issuer, if any, provided for in this Indenture relating to the proposed action have been satisfiedcomplied with; and (2) an Opinion of Counsel Counsel, in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof) 12.05), stating that, in the opinion of such counsel, any and all such conditions precedent and covenants have been satisfiedcomplied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take any action under this Indenture, the Issuers Issuer shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.03 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.03 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take any action under this Indenture, the Issuers shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.03 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.03 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1a) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof10.5) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfiedcomplied with; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 hereof10.5) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfiedcomplied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers an Issuer to the Trustee to take any action under this Indenture, the Issuers such Issuer shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 11.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must shall include the statements set forth in Section 12.05 11.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Obligors to the Trustee to take any action under this Indenture, the Issuers Obligors shall furnish to the Trustee: (1a) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ ' Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 9.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 9.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take any action under this Indenture, the Issuers shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take any action under this Indenture, the Issuers shall furnish to the Trustee: (1a) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenantsprecedent, if any, provided for in this Indenture relating to the proposed action have been satisfiedcomplied with; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfiedcomplied with.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Officer's Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied; provided that no such Opinion of Counsel shall be required in connection with the issuance of the Initial Notes on the Issue Date.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Issuer to the Trustee to take any action under this Indenture, the Issuers Issuer shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1a) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenantsprecedent, if any, provided for in this Indenture relating to the proposed action have been satisfiedcomplied with; and (2b) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfiedcomplied with.

Certificate and Opinion as to Conditions Precedent. (a) Upon any request or application by the Issuers Company to the Trustee to take any action under this Indenture, the Issuers Company shall furnish to the Trustee: (1) an Officers’ Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.05 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.

Certificate and Opinion as to Conditions Precedent. Upon any request or application by the Issuers to the Trustee to take any action under this Indenture, the Issuers shall furnish to the Trustee: : (1) an Officers’ Officer’s Certificate in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.04 hereof) stating that, in the opinion of the signers, all conditions precedent and covenants, if any, provided for in this Indenture relating to the proposed action have been satisfied; and and (2) an Opinion of Counsel in form and substance reasonably satisfactory to the Trustee (which must include the statements set forth in Section 12.05 13.04 hereof) stating that, in the opinion of such counsel, all such conditions precedent and covenants have been satisfied.