Common use of Compliance Certificates Clause in Contracts

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 days of the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.16, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 days of the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.16, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 days of after the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Company that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.164.17, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know any of the officers of the Company signing such certificate has knowledge of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a4.17(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 days after the end of each of the first three fiscal quarter (quarters of each year and within 90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 days of after the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Company that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.164.17, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know any of the officers of the Company signing such certificate has knowledge of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a4.17(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 90 days after the end of each fiscal quarter (90 120 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 120 days of after the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Company that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.164.17, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know any of the Officers of the Company signing such certificate has knowledge of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a4.17(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 days after the end of each of its first three fiscal quarter (quarters of each of its fiscal years, and 90 days after the end of the last fiscal quarter of each fiscal year), an Officers' ’ Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' ’ Certificate delivered within 90 days of the end of the Company's ’s fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer that a review has been conducted of the activities of the Company and its Restricted Subsidiaries Group Members and the Company's and its Restricted Subsidiaries' Group Members’ performance under this Indenture and that, to the knowledge of such Officers, the Company has Restricted Group Members have complied with all conditions and covenants under this Indenture. For purposes of this Section 4.16, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do the signers of any such Officers’ Certificate know of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a) shall be for the first fiscal quarter of NII beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to ----------------------- the Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 days of after the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Company that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.164.17, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know any of the officers of the Company signing such certificate has knowledge of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a4.17(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 90 days after the end of each fiscal quarter (90 120 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 120 days of after the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Company that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.164.17, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know any of the Officers of the Company signing such certificate has knowledge of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a4.17(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company Issuer shall deliver to the Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 days of after the end of the CompanyIssuer's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Issuer that a review has been conducted of the activities of the Company Issuer and its Restricted Subsidiaries and the CompanyIssuer's and its Restricted Subsidiaries' performance under this Indenture and that, to that the knowledge of such Officers, the Company Issuer has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.164.18, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they the officers of the Issuer signing such certificate do know of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a4.18(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to ----------------------- the Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 days of after the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Company that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.16, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they the officers of the Company signing such certificate do know of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 days of after the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Company that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.16, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they the officers of the Company signing such certificate do know of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 days of the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer that a review has been conducted of the activities of the Company and its Restricted Subsidiaries Group Members and the Company's and its Restricted SubsidiariesGroup Members' performance under this Indenture and that, to the knowledge of such Officers, the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.16, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 days after the end of each fiscal quarter (90 105 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 105 days of the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.16, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 days of the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, the Company has complied with all 62 57 conditions and covenants under this Indenture. For purposes of this Section 4.164.17, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a4.17(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the Trustee, Trustee within 45 60 calendar days after the end of each of the Company's fiscal quarter quarters (90 calendar days after the end of the Company's last fiscal quarter of each year), ) an Officers' Officer's Certificate executed by Officers of the Company stating whether or not the signers know of any Default or Event of Default that which occurred during such fiscal quarter. In the case of the Officers' Officer's Certificate delivered within 90 calendar days of after the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Company stating (i) that a review has been conducted of the activities of the Company has been made with a view to determining whether its obligations under the Indenture have been complied with and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the (ii) whether such officer has obtained knowledge of such Officers, any Default under the Company has complied with all conditions and covenants under this Indenture. For purposes Indenture during the 12-month period ended on the date of this Section 4.16, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenturethe financial statements. If they do know of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default Default, and its statusstatus including its duration. The first certificate to be delivered pursuant to this Section 4.16(a4.03(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to ----------------------- the Trustee, within 45 90 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarteryear. In the case of the Officers' Certificate delivered within 90 days of the end of the Company's fiscal year, such Such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Company that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.164.15, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they the Officers of the Company signing such certificate do know of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a4.15(a) shall be for the first fiscal quarter year beginning after the execution of this Indenture. Except as set forth herein, the Trustee shall have no obligation to monitor the Company's compliance with its obligations set forth herein.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 60 days after the end of each fiscal quarter (90 120 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 120 days of after the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Company that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.164.17, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know any of the officers of the Company signing such certificate has knowledge of such a Default or Event of Default, the certificate shall describe any specify each such Default or Event of Default and its statusthe nature and status thereof. The first certificate to be delivered pursuant to this Section 4.16(a4.17(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 days of the end of the Company's fiscal year, 63 57 such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer that a review has been conducted of the activities of the Company and its Restricted Subsidiaries Group Members and the Company's and its Restricted SubsidiariesGroup Members' performance under this Indenture and that, to the knowledge of such Officers, the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.16, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 90 days after the end of each fiscal quarter (90 120 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 120 days of after the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Company that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.164.17, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know any of the officers of the Company signing such certificate has knowledge of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a4.17(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 days of after the end of the Company's ' s fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Company that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.164.16(a), such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they the officers of the Company signing such certificate do know of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 days of the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Company that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.16, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know any of the signers of the Officers' Certificate have knowledge of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be 149 49 delivered pursuant to this Section 4.16(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 days of the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.164.18, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a4.18(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company Obligors shall deliver to the Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 days of after the end of the CompanyObligor's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Obligor that a review has been conducted of the activities of the Company Obligors and its the Restricted Subsidiaries and the CompanyObligor's and its the Restricted Subsidiaries' performance under this Indenture and that, to that the knowledge of such Officers, the Company has Obligors have complied with all conditions and covenants under this Indenture. For purposes of this Section 4.164.17, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know any of the officers of the Obligors signing such certificate has knowledge of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a4.17(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to ----------------------- the Trustee, within 45 90 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarteryear. In the case of the Officers' Certificate delivered within 90 days of the end of the Company's fiscal year, such Such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Company that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.164.15, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they the officers of the Company signing such certificate do know of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a4.15(a) shall be for the first fiscal quarter year beginning after the execution of this Indenture. Except as set forth herein, the Trustee shall have no obligation to monitor the Company's compliance with its obligations set forth herein.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 days of after the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Company that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.164.16(a), such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they the officers of the Company signing such certificate do know of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to ------------------------------ the Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 days of after the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Company that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.164.17, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know any of the officers of the Company signing such certificate has knowledge of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a4.17(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall ----------------------- deliver to the Trustee, within 45 days after the end of each fiscal quarter (90 120 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 120 days of the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.16, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' ’ Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' ’ Certificate delivered within 90 days of the end of the Company's ’s fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's ’s and its Restricted Subsidiaries' ’ performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.164.17, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a4.17(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 days after the end of each fiscal quarter (90 120 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 120 days of after the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Company that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.164.12, such compliance shall be 50 44 determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know any of the Officers signing such certificate has knowledge of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a4.12(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver ----------------------- to the Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 days of the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and thatwhether or not, to the knowledge of such Officers, the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.163.17, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a3.17(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 days after the end of each fiscal quarter (90 120 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 120 days of after the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Company that a review has been conducted of the activities of the 51 44 Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.164.12, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know any of the Officers signing such certificate has knowledge of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a4.12(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 days after the end of each of its first three fiscal quarter (quarters of each of its fiscal years, and 90 days after the end of the last fiscal quarter of each fiscal year), an Officers' ’ Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' ’ Certificate delivered within 90 days of the end of the Company's ’s fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer that a review has been conducted of the activities of the Company and its Restricted Subsidiaries Group Members and the Company's and its Restricted Subsidiaries' Group Members’ performance under this Indenture and that, to the knowledge of such Officers, the Company has Restricted Group Members have complied with all conditions and covenants under this Indenture. For purposes of this Section 4.16, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do the signers of any such Officers’ Certificate know of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall ----------------------- deliver to the Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 days of the end of the Company's fiscal year, such Such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, the Company has complied with all conditions and covenants under this IndentureIndenture and, so long as the Pledge Agreement is in effect, the Pledge Agreement. For purposes of this Section 4.164.17, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this IndentureIndenture and, so long as the Pledge Agreement is in effect, the Pledge Agreement. If they do know of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a4.17(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 days of the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Company that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.16, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know any of the signers of the Officers' Certificate have knowledge of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 days of the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.164.17, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a4.17(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to ----------------------- the Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the Company's last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 days of after the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Company that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.164.17, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know any such officer knows of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a4.17(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 days of the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.16, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarterDefault. In the case of the Officers' Certificate delivered within 90 days of after the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officerChief Executive Officer, principal financial officer Chief Financial Officer or principal accounting officer Principal Accounting Officer of the Company that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.164.17, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know any of the officers of the Company signing such certificate has knowledge of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a4.17(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.

Compliance Certificates. (a) The Company shall deliver to the ---------------------------- Trustee, within 45 days after the end of each fiscal quarter (90 days after the end of the last fiscal quarter of each year), an Officers' Certificate stating whether or not the signers know of any Default or Event of Default that occurred during such fiscal quarter. In the case of the Officers' Certificate delivered within 90 days of after the end of the Company's fiscal year, such certificate shall contain a certification from the principal executive officer, principal financial officer or principal accounting officer of the Company that a review has been conducted of the activities of the Company and its Restricted Subsidiaries and the Company's and its Restricted Subsidiaries' performance under this Indenture and that, to the knowledge of such Officers, that the Company has complied with all conditions and covenants under this Indenture. For purposes of this Section 4.164.17, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture. If they do know any of the officers of the Company signing such certificate has knowledge of such a Default or Event of Default, the certificate shall describe any such Default or Event of Default and its status. The first certificate to be delivered pursuant to this Section 4.16(a4.17(a) shall be for the first fiscal quarter beginning after the execution of this Indenture.