Common use of Compliance Certificates and Opinions, etc Clause in Contracts

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower to the Collateral Agent to take any action under any provision of this Agreement, the Borrower shall furnish to the Collateral Agent (a) an Officer’s Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and (b) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include: (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower Issuer to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent Indenture Trustee (ai) an Officer’s 's Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with with, and (bii) (if required by the TIA) an Opinion Independent Certificate from a firm of Counsel stating that in certified public accountants meeting the opinion applicable requirements of such counsel all such conditions precedentthis Section, if any, have been complied with except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i1) a statement that each signatory of individual signing such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv3) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower Issuer to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent Indenture Trustee: (ai) an Officer’s Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and with, (bii) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with with, and (iii) (if required by the TIA) an Independent Certificate from a firm of certified public accountants meeting the applicable requirements of this Section, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower Issuer to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent Indenture Trustee (ai) an Officer’s Officers’ Certificate of the Issuer stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and (bii) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with with, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. (a) Upon any application or request by the Borrower Issuer to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent Indenture Trustee (ai) an Officer’s Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with with, and (bii) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with with, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. (a) Upon any written application or request by the Borrower Trust to the Master Collateral Agent to take any action under any provision of this Agreement, the Borrower shall furnish to the Master Collateral Agent (a) shall be entitled to receive an Officer’s Certificate stating that all conditions precedent, if any, provided for in this Agreement Agreement, the Transaction Documents and any Series Related Document relating to the proposed action have been complied with and (b) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement, no additional certificate or opinion need be furnishedwith. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include: (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion of each such signatory, such signatory has made (or has caused to be made) such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower Issuer to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent Indenture Trustee (ai) an Officer’s Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and with, (bii) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with and (iii) (if required by the TIA) an Independent Certificate from a firm of registered public accountants meeting the applicable requirements of this Section, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (ia) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (iib) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iiic) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (ivd) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower Issuer to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent Indenture Trustee (ai) an Officer’s 's Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with with, and (bii) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with with, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i1) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii3) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv4) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower Issuer to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent Indenture Trustee: (ai) an Officer’s 's Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and with, (bii) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with with, and (iii) (if required by the TIA) an Independent Certificate from a firm of certified public accountants meeting the applicable requirements of this Section, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. (a) Upon any application or request by the Borrower Issuer to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent Indenture Trustee (ai) an Officer’s Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and (bii) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with and (iii) (if required by the TIA) an Independent Certificate from a firm of certified public accountants meeting the applicable requirements of this Section, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. (a) Upon any application or request by the Borrower issuer to the Collateral Agent Indenture Trustee to take any action under any provision the provisions of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent Indenture Trustee: (ai) an Officer’s 's Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with with, and (bii) (if required by the TIA) an Opinion Independent Certificate from a firm of Counsel stating that in certified public accountants meeting the opinion applicable requirements of such counsel all such conditions precedentthis Section 11.1, if any, have been complied with except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i) a statement that each such signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion judgment of each such signatory, such signatory has made such examination or investigation investigations 56 as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower Issuer to the Collateral Agent Trustee to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent Trustee (ai) an Issuer Officer’s 's Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and with, (bii) an Issuer Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with and (iii) (if required by the TIA) an Independent Certificate from a firm of certified public accountants meeting the applicable requirements of this Section, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (ia) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (iib) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iiic) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (ivd) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower Issuer to the Collateral Agent Trustee to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent Trustee if requested thereby (ai) an a Cofina Officer’s Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with with, and (bii) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv) a statement as to whether, in the opinion of each such signatory, signatory such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower Issuer to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent Indenture Trustee: (ai) an Officer’s Certificate stating that all conditions precedent, ; if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and with, (bii) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with with, and (iii) (if required by the TIA) an Independent Certificate from a firm of certified public accountants meeting the applicable requirements of this Section, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. (a) Upon any application or request by the Borrower Issuer to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent Indenture Trustee (ai) an Officer’s Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and (bii) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with and (iii) (if required by the TIA) an Independent Certificate from a firm of certified public accountants meeting the applicable requirements of this Section, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon Except as set forth herein, upon any application or request by the Borrower Issuer to the Collateral Agent Trustee to take any action under any provision of this AgreementIndenture (other than any request hereunder by the Issuer for an Advance), the Borrower Issuer shall furnish to the Collateral Agent Trustee, with a copy of each to each Note Purchaser and each Noteholder, (ai) an Officer’s 's Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with with, and (bii) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with with, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv) a statement as to whether, in the opinion of each such signatory, signatory such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon Except as set forth herein, upon any application or request by the Borrower Issuer to the Collateral Agent Trustee to take any action under any provision of this AgreementIndenture (other than any request hereunder by the Issuer for an Advance), the Borrower Issuer shall furnish to the Collateral Agent Trustee, with a copy of each to the Noteholder, (ai) an Officer’s 's Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with with, and (bii) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with with, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv) a statement as to whether, in the opinion of each such signatory, signatory such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower Issuer to the Collateral Agent Bond Trustee to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent Bond Trustee (ai) an Officer’s 's Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have 106 been complied with and with, (bii) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with and (iii) (if required by the TIA) an Independent Certificate from a firm of certified public accountants meeting the applicable requirements of this Section, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (ia) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (iib) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iiic) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (ivd) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower Issuer to the Collateral Agent Bond Trustee to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent Bond Trustee (ai) an Officer’s 's Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and with, (bii) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with and (iii) (if required by the TIA) an Independent Certificate from a firm of certified public accountants meeting the applicable requirements of this Section, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (ia) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (iib) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;; 61 56 (iiic) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (ivd) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. (a) Upon any application or request by the Borrower Operating Partnership to the Collateral Agent Trustee to take any action under any provision of this Agreement, the Borrower Operating Partnership shall furnish to the Collateral Agent Trustee: (ai) an Officer’s 's Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with with, and (bii) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with with, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include: (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion judgement of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower Issuer to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent (a) Indenture Trustee an Officer’s Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and (b) with, and, if required, an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with with, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (ia) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (iib) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iiic) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and; (ivd) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with; and (e) if the signer of document is required to be Independent, the Statement required by the definition of the term “Independent”.

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower Trust to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, and where specified in this Indenture, the Borrower Trust shall furnish to the Collateral Agent Indenture Trustee and to the Note Insurer if the application or request is made to the Indenture Trustee (ai) an Officer’s 's Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and with, (bii) an Opinion of Counsel addressed to the Indenture Trustee and the Note Insurer stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with and (iii) (if required by the TIA) an Independent Certificate from a firm of certified public accountants meeting the applicable requirements of this Section 11.01, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iiia) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (ivb) a statement as to whether, in the opinion of each such signatory, signatory such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower Issuer to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent Indenture Trustee (ai) an Officer’s 's Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and with, (bii) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with and (iii) (if required by the TIA) an Independent Certificate from a firm of certified public accountants meeting the applicable requirements of this Section 11.1, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: : (iA) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; ; (iiB) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; ; (iiiC) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and and (ivD) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.. (b)

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower Trust (or any Person acting on behalf of the Trust) to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, and where specified in this Indenture, the Borrower Trust (or such Person acting on behalf of the Trust) shall furnish to the Collateral Agent Indenture Trustee if the application or request is made to the Indenture Trustee (ai) an Officer’s 's Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and with, (bii) an Opinion of Counsel addressed to the Indenture Trustee stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with and (iii) (if required by the TIA) an Independent Certificate from a firm of certified public accountants meeting the applicable requirements of this Section 11.01, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iiia) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (ivb) a statement as to whether, in the opinion of each such signatory, signatory such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower Trust to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, the Borrower Trust shall furnish to the Collateral Agent Indenture Trustee (ai) an Officer’s 's Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and with, (bii) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with and (iii) (if required by the TIA) an Independent Certificate from a firm of certified public accountants meeting the applicable requirements of this Section, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv) a statement as to whether, in the opinion of each such signatory, signatory such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. (a) Upon any application or request by the Borrower Issuer to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent Indenture Trustee [and to the Credit Enhancer] (ai) an Officer’s 's Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and with, (bii) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with and (iii) (if required by the TIA) an Independent Certificate from a firm of certified public accountants meeting the applicable requirements of this Section 11.01, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i1) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower Issuer to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent Indenture Trustee (a) an Officer’s Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and with, (b) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with with, and (c) (if required by the TIA) an Independent Certificate from a firm of certified public accountants meeting the applicable requirements of this Section, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv) a statement as to whetherwhether or not, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. (1) Upon any application or request by the Borrower Company to the Collateral Agent Trustee to take any action under any provision of this Agreement, the Borrower Company shall furnish to the Collateral Agent Trustee: (ai) an Officer’s 's Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with with, and (bii) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with with, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include: (i1) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii3) a statement that, in the opinion judgement of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv4) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower Issuer to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent Indenture Trustee (ai) an Officer’s Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with with, and (bii) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with with, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower Issuer to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent (a) Indenture Trustee an Officer’s Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and (b) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedentwith, if any, have been complied with except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon any application ------------------------------------------ or request by the Borrower Trust to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, and where specified in this Indenture, the Borrower Trust shall furnish to the Collateral Agent Indenture Trustee and to the Insurer if the application or request is made to the Indenture Trustee (ai) an Officer’s 's Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and with, (bii) an Opinion of Counsel addressed to the Indenture Trustee and the Insurer stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with and (iii) (if required by the TIA) an Independent Certificate from a firm of certified public accountants meeting the applicable requirements of this Section, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (ivii) a statement as to whether, in the opinion of each such signatory, signatory such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower Issuer to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent Indenture Trustee (ai) an Officer’s 's Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with with, and (bii) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with with, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower Issuer to the Collateral Agent Trustees to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent (a) Trustees an Officer’s Officers’ Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and (b) with, and, if required, an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with with, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower Issuer to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent Indenture Trustee (a) an Officer’s 's Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and with, (b) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with with, and (c) (if required by the TIA) an Independent Certificate from a firm of certified public accountants meeting the applicable requirements of this Section, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (ia) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (iib) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iiic) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (ivd) a statement as to whetherwhether or not, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower Issuer to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent (a) Indenture Trustee an Officer’s 's Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and (b) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement, no additional certificate or opinion need be furnishedwith. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon any application or request by the Borrower Trust to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, and where specified in this Indenture, the Borrower Trust shall furnish to the Collateral Agent Indenture Trustee and to the Insurer if the application or request is made to the Indenture Trustee (ai) an Officer’s 's Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and with, (bii) an Opinion of Counsel addressed to the Indenture Trustee and the Insurer stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with and (iii) (if required by the TIA) an Independent Certificate from a firm of certified public accountants meeting the applicable requirements of this Section, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:. (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (ivii) a statement as to whether, in the opinion of each such signatory, signatory such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. Upon Except as set forth herein, upon any application or request by the Borrower Issuer to the Collateral Agent Trustee to take any action under any provision of this AgreementIndenture (other than any request by the Issuer for an Advance), the Borrower shall Issuer shall, upon the Trustee’s request, furnish to the Collateral Agent Trustee, with a copy of each to the Noteholders, (ai) an Officer’s Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with with, and (bii) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with with, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no such additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory signatory, to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.

Compliance Certificates and Opinions, etc. (a) Upon any application or request by the Borrower Issuer to the Collateral Agent Indenture Trustee to take any action under any provision of this AgreementIndenture, the Borrower Issuer shall furnish to the Collateral Agent Indenture Trustee (ai) an Officer’s 's Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and with, (bii) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with and (iii) (if required by the TIA) an Independent Certificate from a firm of certified public accountants meeting the applicable requirements of this Section, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this AgreementIndenture, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include: (i1) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto; (ii2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (iii3) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and (iv) a statement as to whether, in the opinion of each such signatory, such condition or covenant has been complied with.