Common use of Compliance Certificates and Opinions Clause in Contracts

Compliance Certificates and Opinions. (a) Upon any application or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 165 contracts

Samples: Indenture (Sun Healthcare Group Inc), Indenture (Sun Healthcare Group Inc), Indenture (S Y Bancorp Inc)

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Compliance Certificates and Opinions. (a) Upon any application or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Company Company, shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 78 contracts

Samples: Sangstat Medical Corp, Sangstat Medical Corp, Gamco Investors, Inc. Et Al

Compliance Certificates and Opinions. (a) Upon any application or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 50 contracts

Samples: Great Southern (Great Southern Capital Trust IV), Indenture (Highpower International, Inc.), First Financial (First Financial Capital Trust II)

Compliance Certificates and Opinions. (a) Upon any application or demand request by the Company to the Trustee to take any action under any of the provisions provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent precedent, if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent precedent, if any, have been complied with, except that in the case of any such application or demand request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demandrequest, no additional certificate or opinion need be furnished.

Appears in 24 contracts

Samples: Indenture (Tampa DC, LLC), Indenture (Elanco Animal Health Inc), Indenture (Salant Corp)

Compliance Certificates and Opinions. (a) Upon any application or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Company Company, shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 24 contracts

Samples: Indenture (Duratek Inc), Indenture (Aastrom Biosciences Inc), Indenture (Aastrom Biosciences Inc)

Compliance Certificates and Opinions. (a) Upon any application or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Company Company, shall furnish to the Trustee an Officers' a Manager’s Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 10 contracts

Samples: Indenture (Red Oak Capital Intermediate Income Fund, LLC), Indenture (Red Oak Capital Fund IV, LLC), Versity Invest, LLC

Compliance Certificates and Opinions. (a) Upon any application or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with. However, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 8 contracts

Samples: Indenture (Brickell Biotech, Inc.), Indenture (Protalix BioTherapeutics, Inc.), Indenture (Protalix BioTherapeutics, Inc.)

Compliance Certificates and Opinions. (a) Upon any application or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Company Company, shall furnish to the Trustee an Officers' Certificate stating to the effect that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating to the effect that in the opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 8 contracts

Samples: Subordinated Indenture (Brighthouse Financial, Inc.), Senior Indenture (Brighthouse Financial, Inc.), Indenture (AXA Equitable Holdings, Inc.)

Compliance Certificates and Opinions. (a) Upon any application or demand request by the Company to the Trustee to take any action under any of the provisions provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent precedent, if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent precedent, if any, have been complied with, except that in the case of any such application or demand request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demandrequest, no additional certificate or opinion need be furnished.

Appears in 8 contracts

Samples: Indenture (Waste Connections Inc/De), Indenture (Advanced Energy Industries Inc), Critical Path Inc

Compliance Certificates and Opinions. (a) Upon any application or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Trustee may require the Company shall to furnish to the Trustee an Officers' Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with. However, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 7 contracts

Samples: Indenture (WGL Holdings Inc), Indenture (WGL Holdings Inc), Indenture (WGL Holdings Inc)

Compliance Certificates and Opinions. (a) Upon any application or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Company Company, shall furnish to the Trustee an Officers' a Sole Manager’s Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 7 contracts

Samples: Indenture (Phoenix Capital Group Holdings I LLC), Indenture (Phoenix Capital Group Holdings I LLC), Indenture (Phoenix Capital Group Holdings I LLC)

Compliance Certificates and Opinions. (a) Upon any application or demand request by the Company to the Trustee to take any action under any of the provisions provision of this Indenture, the Company shall furnish to the Trustee an Officers' Officer’s Certificate stating that all conditions precedent precedent, if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent precedent, if any, have been complied with, except that in the case of any such application or demand request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demandrequest, no additional certificate or opinion need be furnished.

Appears in 7 contracts

Samples: Indenture (TJX Companies Inc /De/), Indenture (Exela Technologies, Inc.), Exela Technologies (Exela Technologies, Inc.)

Compliance Certificates and Opinions. (a) Upon any application or demand request by the Company to the Trustee to take any action under any of the provisions provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent precedent, if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent precedent, if any, have been complied with, except that in the case of any such application or demand request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demandrequest, no additional certificate or opinion need be furnished.

Appears in 7 contracts

Samples: Indenture (Clearone Communications Inc), Indenture (Molina Healthcare Inc), Indenture (Molina Healthcare Inc)

Compliance Certificates and Opinions. (a) Upon any application or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Company shall furnish to the Trustee an Officers' Officer’s Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 6 contracts

Samples: Indenture (Conexant Systems Inc), Indenture (Air Hot, Inc.), Family Dollar (Family Dollar Stores Inc)

Compliance Certificates and Opinions. (a) Upon any application or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Company shall shall, upon the request of the Trustee, furnish to the Trustee an Officers' Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 6 contracts

Samples: Indenture (Genaissance Pharmaceuticals Inc), Section (Genaissance Pharmaceuticals Inc), Satcon Technology Corp

Compliance Certificates and Opinions. (a) Upon any application or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that that, in the opinion of the signers, all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 3 contracts

Samples: Indenture (Computer Sciences Corp), Computer Sciences Corp, Computer Sciences Corp

Compliance Certificates and Opinions. (a) Upon any application or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Company Company, shall furnish to the Trustee an Officers' Officer’s Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 3 contracts

Samples: Indenture (Athene Holding Ltd.), Indenture (Athene Holding Ltd.), Indenture (Athene Holding LTD)

Compliance Certificates and Opinions. (a) Upon any application application, request or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application application, request or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application application, request or demand, no additional certificate or opinion need be furnished.

Appears in 2 contracts

Samples: Indenture (Exelon Corp), Exelon Corp

Compliance Certificates and Opinions. (a) Upon any application or demand by the Company or the Guarantor to the Trustee to take any action under any of the provisions of this Indenture, the Company or the Guarantor, as the case may be, shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 2 contracts

Samples: Indenture (Mediaone Finance Trust Ii), Indenture (Mediaone Finance Trust Vi)

Compliance Certificates and Opinions. (a) Upon any application or demand request by the Company Issuer or the Guarantor to the Trustee to take any action under any of the provisions provision of this Indenture, the Company Issuer or the Guarantor, as the case may be, shall furnish to the Trustee an Officers' Certificate and Opinion of Counsel stating that all conditions precedent precedent, if any, provided for in this Indenture relating related to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied withexcept that, except that in the case of any such application or demand request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating related to such particular application or demandrequest, no additional certificate or opinion need be furnished.

Appears in 2 contracts

Samples: Indenture (Nortel Networks Corp), Nortel Networks Corp

Compliance Certificates and Opinions. (a) Upon any application or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is 51 specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 2 contracts

Samples: Mb Financial Capital Trust I, Mb Financial Inc /Md

Compliance Certificates and Opinions. (a) Upon any application or demand by the Company Partnership to the Trustee to take any action under any of the provisions of this Indenture, the Company Partnership shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 2 contracts

Samples: Suburban Propane Partners Lp, Suburban Propane Partners Lp

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Compliance Certificates and Opinions. (a) Upon any application or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application applica- tion or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate certifi- cate or opinion need be furnished.

Appears in 1 contract

Samples: Noram Energy Corp

Compliance Certificates and Opinions. (a1) Upon any application or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 1 contract

Samples: Marsh & McLennan Companies Inc

Compliance Certificates and Opinions. (a) Upon any application or demand request by the Company to the Trustee to take any action under any of the provisions provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent precedent, if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent precedent, if any, have been complied with, except that in the case of any such application or demand request as to which the furnishing of such documents certificate or opinion is specifically required by any provision of this Indenture relating to such particular application or demandrequest, no additional certificate or opinion need be furnished.

Appears in 1 contract

Samples: Hawthorne Financial Corp

Compliance Certificates and Opinions. (a) Upon any application or demand request by the Company to the Indenture Trustee to take any action under any of the provisions provision of this Indenture, the Company shall furnish to the Indenture Trustee an Officers' Officer's Certificate stating that all conditions precedent precedent, if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent precedent, if any, have been complied with, except that in the case of any such application or demand request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demandIndenture, no additional certificate or opinion need be furnished.

Appears in 1 contract

Samples: Indenture (Hartford Life Insurance Co)

Compliance Certificates and Opinions. (a) Upon any application or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Trustee may require the Company shall to furnish to the Trustee an Officers' Officer's Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 1 contract

Samples: Indenture (Seacor Smit Inc)

Compliance Certificates and Opinions. (a) Upon any ------------------------------------ application or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Company Company, shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 1 contract

Samples: Indenture (Steelcase Inc)

Compliance Certificates and Opinions. (a) Upon any application or demand request by the Company to the Trustee to take any action under any of the provisions provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent precedent, if any, provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent precedent, if any, have been complied with, except . Except that in the case of any such application or demand request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demandrequest, no additional certificate or opinion need be furnished.

Appears in 1 contract

Samples: Apria Healthcare Group Inc

Compliance Certificates and Opinions. (a) Upon any application or demand by the Company to the Trustee to take any action under any of the provisions of this IndentureIndenture or any supplement hereto, the Company Company, shall furnish to the such Trustee an Officers' Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 1 contract

Samples: Indenture (International Flavors & Fragrances Inc)

Compliance Certificates and Opinions. (a) Upon any application or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Company Company, shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the 49 55 opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 1 contract

Samples: Human Genome Sciences Inc

Compliance Certificates and Opinions. (a) Upon any application or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application or demand as to which the furnishing of such 42. documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 1 contract

Samples: Gen Probe Inc

Compliance Certificates and Opinions. (a) Upon any application or demand by the Company to the Indenture Trustee to take any action under any of the provisions of this Indenture, the Company shall furnish to the Indenture Trustee an Officers' Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 1 contract

Samples: Indenture (Bridge Bancorp Inc)

Compliance Certificates and Opinions. (a) Upon any application or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Company shall furnish to the Trustee Trustee, if requested by the Trustee, an Officers' Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 1 contract

Samples: Front Range Capital Trust I

Compliance Certificates and Opinions. (a) Upon any application or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the -40- opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished.

Appears in 1 contract

Samples: Staples Inc

Compliance Certificates and Opinions. (a) Upon any application or demand request by the Company to the Trustee to take any action under any of the provisions provision of this Indenture, the Company shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent precedent, if any, provided for in this Indenture relating to the proposed action have been complied with and and, upon the Trustee's request, an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent precedent, if any, have been complied with, except that in the case of any such application or demand request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demandrequest, no additional certificate or opinion need be furnished.

Appears in 1 contract

Samples: Indenture (Medarex Inc)

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