Common use of Compliance Certificate; Notice of Default Clause in Contracts

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within ninety (90) days after the end of the Company's fiscal year, an Officers' Certificate stating that a review of the activities of the Company and its Restricted Subsidiaries during the preceding fiscal year has been made under the supervision of the signing Officers (one of whom is the principal executive officer, principal financial officer or principal accounting officer) with a view to determining whether they have kept, observed, performed and fulfilled their obligations under this Indenture and the other Indenture Documents and further stating, as to each such Officer signing such certificate, that to the best of such Officer's actual knowledge the Company and its Restricted Subsidiaries during such preceding fiscal year have kept, observed, performed and fulfilled each and every condition and covenant under this Indenture and the other Indenture Documents in all material respects and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status with particularity.

Appears in 4 contracts

Samples: Indenture (Altra Industrial Motion, Inc.), Indenture (Hawk Corp), Viskase Companies Inc

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Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within ninety (90) days after the end of the Company's ’s fiscal year, an Officers' Certificate stating that a review of the activities of the Company and its Restricted Subsidiaries during the preceding fiscal year has been made under the supervision of the signing Officers (one of whom is the signatories thereto being the principal executive officer, principal financial officer or principal accounting officer) with a view to determining whether they have kept, observed, performed and fulfilled their obligations under this Indenture and the other Indenture Documents and further stating, as to each such Officer signing such certificate, that to the best of such Officer's ’s actual knowledge the Company and its Restricted Subsidiaries during such preceding fiscal year have kept, observed, performed and fulfilled each and every condition and covenant under this Indenture and the other Indenture Documents in all material respects and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status with particularity.

Appears in 3 contracts

Samples: Indenture (Claymont Steel Holdings, Inc.), Indenture (CitiSteel PA, Inc.), Indenture (CitiSteel PA, Inc.)

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within ninety (90) 120 days after the end close of each fiscal year (which on the Company's fiscal year, date hereof is December 31) an Officers' Certificate signed by its principal executive officer, principal financial officer or principal accounting officer (as such terms are defined in the TIA) stating that a review of the activities of the Company and its Restricted Subsidiaries during the preceding fiscal year has been made under the supervision of the signing Officers (one of whom is the principal executive officer, principal financial officer or principal accounting officer) officers with a view to determining whether they have it has kept, observed, performed and fulfilled their its obligations under this Indenture and the other Indenture Documents and further stating, as to each such Officer signing such certificate, that to the best of such Officer's actual knowledge ’s knowledge, the Company and its Restricted Subsidiaries during such preceding fiscal year have has kept, observed, performed and fulfilled each and every condition such covenant and covenant under this Indenture and the other Indenture Documents in all material respects no Default or Event of Default occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status with particularity. The Officers’ Certificate shall also notify the Trustee should the Company elect to change the manner in which it fixes its fiscal year end.

Appears in 2 contracts

Samples: Indenture (Bway Corp), Indenture (BWAY Holding CO)

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within ninety (90) days after the end of the Company's ’s fiscal year, an Officers' Certificate stating that a review of the activities of the Company and its Restricted Subsidiaries during the preceding fiscal year has been made under the supervision of the signing Officers (one of whom is the principal executive officer, principal financial officer or principal accounting officer) with a view to determining whether they have kept, observed, performed and fulfilled their obligations under this Indenture and the other Indenture Documents and further stating, as to each such Officer signing such certificate, that to the best of such Officer's ’s actual knowledge the Company and its Restricted Subsidiaries during such preceding fiscal year have kept, observed, performed and fulfilled each and every condition and covenant under this Indenture and the other Indenture Documents in all material respects and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status with particularity.

Appears in 2 contracts

Samples: Indenture, (Boston Gear LLC), Indenture, (Sand Springs Railway CO)

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within ninety (90) 100 days after the end close of the Company's each fiscal year, an Officers' Certificate stating that a review of the activities of the Company and its Restricted Subsidiaries during the preceding fiscal year has been made under the supervision of the signing Officers (which much be signed by at least one of whom is the principal executive officer, principal financial officer or principal accounting officerofficer of the Company) but which otherwise need not comply with Section 1.2 of the Base Indenture, stating that a review of the activities of the Company has been made under the supervision of the signing officers with a view to determining whether they have it has kept, observed, performed and fulfilled their its obligations under this the Indenture and the other Indenture Documents and further stating, as to each such Officer of the Company signing such certificate, that to the best of such Officer's actual his knowledge the Company and its Restricted Subsidiaries during such preceding fiscal year have has kept, observed, performed and fulfilled each and every condition such covenant and covenant under this Indenture and the other Indenture Documents in all material respects no Default or Event of Default occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status with particularity. The Officers’ Certificate shall also notify the Trustee should the Company elect to change the manner in which it fixes its fiscal year end.

Appears in 2 contracts

Samples: First Supplemental Indenture (Tenneco Inc), Second Supplemental Indenture (Tenneco Inc)

Compliance Certificate; Notice of Default. (a) The Company and the Guarantors shall deliver to the Trustee, within ninety (90) days after the end of each fiscal year of the Company's Company commencing with the fiscal yearyear ending December 31, 2011, an Officers' Certificate stating that a review of the their activities of the Company and its Restricted Subsidiaries during the preceding fiscal year has been made under the supervision of the signing Officers (one of whom is the principal executive officer, principal financial officer or principal accounting officerofficer of the Company) with a view to determining whether they the Company and Guarantors have kept, observed, performed and fulfilled their obligations under this Indenture and the other Indenture Documents and further stating, as to each such Officer signing such certificate, that to the best of such Officer's ’s actual knowledge each of the Company and its Restricted Subsidiaries Guarantors during such preceding fiscal year have has kept, observed, performed and fulfilled each and every condition and covenant under this Indenture and the other Indenture Documents in all material respects no Default or Event of Default occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status with particularity. The Officers’ Certificate shall also notify the Trustee should the Company or any Guarantor elect to change the manner in which it fixes its fiscal year end.

Appears in 1 contract

Samples: Intercreditor Agreement (Green Field Energy Services, Inc.)

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within ninety (90) days after the end of the Company's fiscal year, an Officers' Certificate stating that a review of the activities of the Company and its Restricted Subsidiaries during the preceding fiscal year has been made under the supervision of the signing Officers (one of whom is the principal executive officer, principal financial officer or principal accounting officer) with a view to determining whether they have kept, observed, performed and fulfilled their its obligations under this Indenture and the other Indenture Documents and further stating, as to each such Officer signing such certificate, that to the best of such Officer's actual knowledge the Company and its Restricted Subsidiaries during such preceding fiscal year have kept, observed, performed and fulfilled each and every condition and covenant under this Indenture and the other Indenture Documents in all material respects and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status with particularity.

Appears in 1 contract

Samples: Mortons Restaurant Group Inc

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within ninety (90) 120 days after the end of each fiscal year of the Company's fiscal year, an Officers' Certificate signed by the principal executive officer, the principal financial officer or the principal accounting officer of the Company and also signed by one Officer of each Guarantor, if any, stating that a review of the activities of the Company and its Restricted Subsidiaries during the preceding fiscal year has been made under the supervision of the signing Officers (one of whom is the principal executive officer, principal financial officer or principal accounting officer) Officer with a view to determining whether they have keptthe Company and each Guarantor, observedif any, performed has complied with all conditions and fulfilled their obligations covenants applicable to it under this Indenture and the other Indenture Documents and further stating, as to each such Officer signing such certificate, that to the best of such Officer's actual knowledge Officers’ knowledge, the Company and its Restricted Subsidiaries each Guarantor, if any, during such preceding fiscal year have has kept, observed, performed and fulfilled each such covenant and every condition and covenant under this Indenture and the other Indenture Documents in all material respects no Default or Event of Default occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do signer does know of any such Default or Event of Default, the certificate shall describe the such Default or Event of Default and its the status with particularitythereof.

Appears in 1 contract

Samples: Indenture (Rithm Capital Corp.)

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within ninety (90) 120 days after the end close of each fiscal year (which on the Company's fiscal year, date hereof is December 31) an Officers' Certificate signed by its principal executive officer, principal financial officer or principal accounting officer (as such terms are defined in the TIA) stating that a review of the activities of the Company and its Restricted Subsidiaries during the preceding fiscal year has been made under the supervision of the signing Officers (one of whom is the principal executive officer, principal financial officer or principal accounting officer) officers with a view to determining whether they have it has kept, observed, performed and fulfilled their its obligations under this Indenture and the other Indenture Documents and further stating, as to each such Officer signing such certificate, that to the best of such Officer's actual knowledge knowledge, the Company and its Restricted Subsidiaries during such preceding fiscal year have has kept, observed, performed and fulfilled each and every condition such covenant and covenant under this Indenture and the other Indenture Documents in all material respects no Default or Event of Default occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status with particularity. The Officers' Certificate shall also notify the Trustee should the Company elect to change the manner in which it fixes its fiscal year end.

Appears in 1 contract

Samples: Bway Corp

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within ninety (90) days after the end of the Company's ’s fiscal year, an Officers' Certificate stating that a review of the activities of the Company and its Restricted Subsidiaries during the preceding fiscal year has been made under the supervision of the signing Officers (one of whom is the principal executive officer, principal financial officer or principal accounting officer) with a view to determining whether they have kept, observed, performed and fulfilled their its obligations under this Indenture and the other Indenture Documents and further stating, as to each such Officer signing such certificate, that to the best of such Officer's ’s actual knowledge the Company and its Restricted Subsidiaries during such preceding fiscal year have kept, observed, performed and fulfilled each and every condition and covenant under this Indenture and the other Indenture Documents in all material respects and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status with particularity.

Appears in 1 contract

Samples: Indenture, (BRPP LLC)

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within ninety (90) 120 days after the end of each fiscal year of the Company's fiscal year, an Officers' Officer’s Certificate signed by the principal executive officer, the principal financial officer or the principal accounting officer of the Company and also signed by one Officer of each Guarantor, if any, stating that a review of the activities of the Company and its Restricted Subsidiaries during the preceding fiscal year has been made under the supervision of the signing Officers (one of whom is the principal executive officer, principal financial officer or principal accounting officer) Officer with a view to determining whether they have keptthe Company and each Guarantor, observedif any, performed has complied with all conditions and fulfilled their obligations covenants applicable to it under this Indenture and the other Indenture Documents and further stating, as to each such Officer signing such certificate, that to the best of such Officer's actual knowledge ’s knowledge, the Company and its Restricted Subsidiaries each Guarantor, if any, during such preceding fiscal year have has kept, observed, performed and fulfilled each such covenant and every condition and covenant under this Indenture and the other Indenture Documents in all material respects no Default or Event of Default occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do signer does know of any such Default or Event of Default, the certificate shall describe the such Default or Event of Default and its the status with particularitythereof.

Appears in 1 contract

Samples: Indenture (New Residential Investment Corp.)

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Compliance Certificate; Notice of Default. (a) The Company Issuer shall deliver to the Trustee, within ninety (90) days after the end of the Company's Issuer’s fiscal year, an Officers' Certificate stating that a review of the activities of the Company Issuer and its the Restricted Subsidiaries during the preceding fiscal year has been made under the supervision of the signing Officers (one of whom is the principal executive officer, principal financial officer or principal accounting officer) with a view to determining whether they have kept, observed, performed and fulfilled their its obligations under this Indenture and the other Indenture Documents and further stating, as to each such Officer signing such certificate, that to the best of such Officer's ’s actual knowledge the Company Issuer and its the Restricted Subsidiaries during such preceding fiscal year have kept, observed, performed and fulfilled each and every condition and covenant their respective obligations under this Indenture and the other Indenture Documents in all material respects and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status with particularity.

Appears in 1 contract

Samples: Indenture (Verrazano,inc.)

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within ninety (90) 120 days after the end of each of the Company's fiscal yearyears, an Officers' Certificate (signed by the principal executive officer, principal financial officer or principal accounting officer) stating that a review of its activities and the activities of the Company and its Restricted Subsidiaries during the preceding fiscal year has been made under the supervision of the signing Officers (one of whom is the principal executive officer, principal financial officer or principal accounting officer) officers with a view to determining whether they have it has kept, observed, performed and fulfilled their its obligations under this Indenture and the other Indenture Documents and further stating, as to each such Officer officer signing such certificate, that to the best of such Officer's actual officers' knowledge the Company and its Restricted Subsidiaries during such preceding fiscal year have has kept, observed, performed and fulfilled each and every condition such obligation and covenant under this Indenture and the other Indenture Documents in all material respects no Default or Event of Default occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status with particularity.

Appears in 1 contract

Samples: Power Ten

Compliance Certificate; Notice of Default. (a) The Company shall deliver to the Trustee, within ninety (90) days after the end of the Company's its fiscal year, an Officers' Certificate stating that a review of the activities of the Company and its Restricted Subsidiaries during the preceding fiscal year has been made under the supervision of the signing Officers (at least one of whom is the principal executive officer, principal financial officer or principal accounting officer) with a view to determining whether they have kept, observed, performed and fulfilled their obligations under this Indenture and the other Indenture Documents and further stating, as to each such Officer signing such certificate, that to the best of such Officer's ’s actual knowledge the Company and its Restricted Subsidiaries during such preceding fiscal year have kept, observed, performed and fulfilled each and every condition and covenant under this Indenture and the other Indenture Documents in all material respects and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing orcontinuing; provided, however, that if such signers do know Officer has actual knowledge of such a Default or Event of Default, the such certificate shall describe the Default or Event of Default and its status with particularity.

Appears in 1 contract

Samples: Indenture (United Maritime Group, LLC)

Compliance Certificate; Notice of Default. (a) The Company Issuers shall deliver to the Trustee, within ninety (90) days after the end of the Company's fiscal year, an Officers' Certificate stating that a review of the activities of the Company Issuers and its their Restricted Subsidiaries during the preceding fiscal year has been made under the supervision of the signing Officers (one of whom is the principal executive officer, principal financial officer or principal accounting officer) with a view to determining whether they have kept, observed, performed and fulfilled their obligations under this Indenture and the other Indenture Documents and further stating, as to each such Officer signing such certificate, that to the best of such Officer's actual knowledge the Company Issuers and its their Restricted Subsidiaries during such preceding fiscal year have kept, observed, performed and fulfilled each and every condition and covenant under this Indenture and the other Indenture Documents in all material respects and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status with particularity.

Appears in 1 contract

Samples: Indenture (MRS Fields Financing Co Inc)

Compliance Certificate; Notice of Default. (a) The Company Issuers shall deliver to the Trustee, within ninety (90) days after the end of the Company's ’s fiscal year, an Officers' Certificate stating that a review of the activities of the Company Parent, the Issuers and its their respective Restricted Subsidiaries during the preceding fiscal year has been made under the supervision of the signing Officers (one of whom is the principal executive officer, principal financial officer or principal accounting officer) with a view to determining whether they have kept, observed, performed and fulfilled their obligations under this Indenture and the other Indenture Documents and further stating, as to each such Officer signing such certificate, that to the best of such Officer's ’s actual knowledge the Company Parent, the Issuers and its their respective Restricted Subsidiaries during such preceding fiscal year have kept, observed, performed and fulfilled each and every condition and covenant under this Indenture and the other Indenture Documents in all material respects and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status with particularity.

Appears in 1 contract

Samples: Indenture, (Tcby of Australia, Inc.)

Compliance Certificate; Notice of Default. (a) The Company and each Guarantor shall deliver to the Trustee, within ninety (90) 90 days after the end of the Company's fiscal each calendar year, an Officers' Certificate stating that a review of the activities of the Company and its Restricted Subsidiaries during the preceding fiscal calendar year has been made under the supervision of the signing Officers (one of whom is shall be the principal executive officer, principal financial officer or principal accounting officer) with a view to determining whether they have kept, observed, performed and fulfilled their obligations under this Indenture and the other Indenture Documents and further stating, as to each such Officer signing such certificate, that to the best of such Officer's ’s actual knowledge the Company and its Restricted Subsidiaries during such preceding fiscal calendar year have kept, observed, performed and fulfilled each and every condition and covenant under this Indenture and the other Indenture Documents in all material respects no Default or Event of Default occurred during such year and at the date of such certificate there is no Default or Event of Default that has occurred and is continuing or, if such signers do know of such Default or Event of Default, the certificate shall describe the Default or Event of Default and its status with particularity.

Appears in 1 contract

Samples: Indenture (Aventine Renewable Energy Holdings Inc)

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