Common use of Content of Certificates and Opinions Clause in Contracts

Content of Certificates and Opinions. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture or the Agreement shall include (a) a statement that the person or persons making or giving such certificate or opinion have read such covenant or condition and the definitions herein relating thereto; (b) 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; (c) a statement that, in the opinion of the signers, they have made or caused to be made such examination or investigation as is necessary to enable them to express an informed opinion as to whether or not such covenant or condition has been complied with; and (d) a statement as to whether, in the opinion of the signers, such condition or covenant has been complied with. Any such certificate or opinion made or given by an officer of the Issuer or the Borrower may be based, insofar as it relates to legal matters, upon a certificate or opinion of or representations by counsel, unless such officer knows that the certificate or opinion or representations with respect to the matters upon which his certificate or opinion may be based as aforesaid are erroneous, or in the exercise of reasonable care should have known that the same were erroneous. Any such certificate or opinion made or given by counsel may be based, insofar as it relates to factual matters (with respect to which information is in the possession of the Issuer or the Borrower), upon the certificate or opinion of or representations by an officer of the Issuer or the Borrower, as applicable, unless such counsel knows that the certificate or opinion or representations with respect to the matters upon which his opinion may be based as aforesaid are erroneous, or in the exercise of reasonable care should have known that the same were erroneous. Except as otherwise explicitly stated herein, any opinion required under this Indenture to be delivered by Bond Counsel shall be addressed and delivered, in addition to any other parties identified herein, to the Issuer.

Appears in 4 contracts

Samples: Indenture of Trust (Southwest Gas Corp), Indenture of Trust (Southwest Gas Corp), Indenture of Trust (Southwest Gas Corp)

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Content of Certificates and Opinions. Every certificate or opinion provided for in this Bond Indenture with respect to compliance with a condition or covenant provided for in this Indenture or the Agreement any provision hereof shall include (a1) a statement that the person or persons Person making or giving such certificate or opinion have has read such covenant or condition provision and the definitions herein relating thereto; (b2) 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 is based; (c3) a statement that, in the opinion of the signerssuch Person, they have such Person has made or caused to be made such examination or investigation as is necessary to enable them such Person to express an informed opinion as with respect to whether the subject matter referred to in the instrument to which such Person’s signature is affixed; (4) a statement of the assumptions upon which such certificate or not opinion is based, and that such covenant or condition has been complied withassumptions are reasonable; and (d5) a statement as to whether, in the opinion of the signerssuch Person, such condition or covenant provision has been complied with. Any such certificate or opinion made or given by an officer of the Issuer or the Borrower may be based, insofar as it relates to legal legal, accounting or operational matters, upon a certificate or opinion of or representations representation by counsel, an accountant or a management consultant, unless such officer knows that the certificate or opinion or representations with respect to the matters upon which his certificate or opinion may be based as aforesaid are erroneousknows, or in the exercise of reasonable care should have known known, that the same were certificate, opinion or representation with respect to the matters upon which such certificate or statement may be based, as aforesaid, is erroneous. Any such certificate or opinion made or given by counsel counsel, an accountant or a management consultant may be based, insofar as it relates to factual matters (with respect to which information is in the possession of the Issuer or the Borrower), as the case may be) upon the a certificate or opinion of or representations representation by an officer of the Issuer or the Borrower, as applicable, unless such counsel knows that the certificate counsel, accountant or opinion or representations with respect to the matters upon which his opinion may be based as aforesaid are erroneousmanagement consultant knows, or in the exercise of reasonable care should have known known, that the same were certificate or opinion or representation with respect to the matters upon which such Person’s certificate or opinion or representation may be based, as aforesaid, is erroneous. Except The same officer of the Issuer or the Borrower, or the same counsel or accountant or management consultant, as otherwise explicitly stated hereinthe case may be, any opinion need not certify to all of the matters required under this Indenture to be delivered by certified under any provision of this Bond Counsel shall be addressed and deliveredIndenture, in addition but different officers, counsel, accountants or management consultants may certify to any other parties identified hereindifferent matters, to the Issuerrespectively.

Appears in 3 contracts

Samples: General Agreement (SemGroup Corp), Bond Indenture (SemGroup Corp), Bond Indenture (SemGroup Corp)

Content of Certificates and Opinions. Every The Authority or the Trustee, as assignee of the Authority, may, but shall not be obligated to, require that every certificate or opinion provided for in this Agreement with respect to compliance with a condition any provision of this Agreement or covenant provided for in this of the Indenture or the Agreement shall include (a1) a statement to the effect that the person or persons Person making or giving such certificate or opinion have has read such covenant or condition provision and the definitions herein relating thereto; (b2) 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 is based; (c3) a statement that, in to the opinion of the signers, they have effect that such Person has made or caused to be made such examination or investigation as is necessary necessary, in such Person’s opinion, to enable them such Person to express an informed opinion as with respect to whether the subject matter referred to in the instrument to which such Person’s signature is affixed; (4) a statement of the assumptions upon which such certificate or not opinion is based, and that such covenant or condition has been complied withassumptions are reasonable; and (d5) a statement as to whether, in the opinion of the signerssuch Person, such condition or covenant provision has been complied with. Any such certificate or opinion made or given by an officer of the Issuer Authority or the Borrower Company may be based, insofar as it relates to legal or accounting matters, upon a certificate or opinion of of, or representations by counselrepresentation by, Counsel or an Accountant, unless such officer knows that the certificate or opinion or representations with respect to the matters upon which his certificate or opinion may be based as aforesaid are erroneousknows, or in the exercise of reasonable care should have known known, that the same were certificate, opinion or representation with respect to the matters upon which such certificate or statement may be based, as aforesaid, is erroneous. Any such certificate or opinion made or given by counsel Counsel or an Accountant may be based, insofar as it relates to factual matters (with respect to which information is in the possession of the Issuer Authority or the Borrower)Company, as the case may be) upon the a certificate or opinion of or representations representation by an officer of the Issuer Authority or the Borrower, as applicableCompany, unless such counsel knows that the certificate Counsel or opinion or representations with respect to the matters upon which his opinion may be based as aforesaid are erroneousAccountant knows, or in the exercise of reasonable care should have known known, that the same were certificate, opinion or representation with respect to the matters upon which such person’s certificate or opinion or representation may be based, as aforesaid, is erroneous. Except The same officer of the Authority or the Company, or the same Counsel or Accountant, as otherwise explicitly stated hereinthe case may be, any opinion need not certify to all of the matters required under this Indenture to be delivered by Bond certified under any provision of this Agreement, but different officers, Counsel shall be addressed and delivered, in addition or Accountants may certify to any other parties identified herein, to the Issuerdifferent matters.

Appears in 3 contracts

Samples: Loan Agreement (Gateway Trade Center Inc.), Loan Agreement (Gateway Trade Center Inc.), Loan Agreement (Gateway Trade Center Inc.)

Content of Certificates and Opinions. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture or except the Agreement certificate of destruction pursuant to Section 9.10 shall include (a) a statement that the person or persons making or giving such certificate or opinion have read such covenant or condition conditions and the definitions herein relating thereto; (b) 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 ore based; (c) a statement that, in the opinion of the signers, they have made or caused to be made such examination or investigation as is necessary to enable them to express an informed opinion as to whether or not such covenant or condition has been complied with; and (d) a statement as is to whether, in the opinion of the signers, such condition or covenant has been complied with. Any such certificate or opinion made or given by an officer of the Issuer or the Borrower Agency may be based, insofar as it relates to legal matters, upon a certificate or opinion of or representations by counsel, unless such officer knows that the certificate or opinion or representations with respect to the matters upon which his certificate or opinion may be based based, as aforesaid aforesaid, are erroneous, or in the exercise of reasonable care should have known that the same were erroneous. Any such certificate or opinion or representation made or given by counsel may be based, insofar as it relates to factual matters (matters, on information with respect to which information is in the possession of the Issuer Agency, or the Borrower), upon the certificate or opinion of or representations by an officer or officers of the Issuer or the Borrower, as applicableAgency, unless such counsel knows that the certificate or opinion or representations with respect to the matters upon which his certificate, opinion or representation may be based based, as aforesaid aforesaid, are erroneous, or in the exercise of reasonable care should have known that the same were erroneous. Except as otherwise explicitly stated herein, any opinion required under this Indenture to be delivered by Bond Counsel shall be addressed and delivered, in addition to any other parties identified herein, to the Issuer.

Appears in 1 contract

Samples: Indenture

Content of Certificates and Opinions. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture or the Agreement shall include (a) a statement that the person or persons making or giving such certificate or opinion have read such covenant or condition and the definitions herein relating thereto; (b) 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; (c) a statement that, in the opinion of the signers, they have made or caused to be made such examination or investigation as is necessary to enable them to express an informed opinion as to whether or not such covenant or condition has been complied with; and (d) a statement as to whether, in the opinion of the signers, such condition or covenant has been complied with. Any such certificate or opinion made or given by an officer of the Issuer or the Borrower may be based, insofar as it relates to legal matters, upon a certificate or opinion of or representations by counsel, unless such officer knows that the certificate or opinion or representations with respect to the matters upon which his certificate or opinion may be based as aforesaid are erroneous, or in the exercise of reasonable care should have known that the same were erroneous. Any such certificate or opinion made or given by counsel may be based, insofar as it relates to factual matters (with respect to which 14 information is in the possession of the Issuer or the Borrower), upon the certificate or opinion of or representations by an officer of the Issuer or the Borrower, as applicable, unless such counsel knows that the certificate or opinion or representations with respect to the matters upon which his opinion may be based as aforesaid are erroneous, or in the exercise of reasonable care should have known that the same were erroneous. Except as otherwise explicitly stated herein, any opinion required under this Indenture to be delivered by Bond Counsel shall be addressed and delivered, in addition to any other parties identified herein, to the Issuer. ARTICLE II THE BONDS Section 2.01.

Appears in 1 contract

Samples: Southwest Gas Corp

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Content of Certificates and Opinions. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture or except the Agreement certificate of destruction pursuant to Section 10.10 shall include (a) a statement that the person or persons making or giving such certificate or opinion have read such covenant or condition conditions and the definitions herein relating thereto; (b) 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 ore based; (c) a statement that, in the opinion of the signers, they have made or caused to be made such examination or investigation as is necessary to enable them to express an informed opinion as to whether or not such covenant or condition has been complied with; and (d) a statement as is to whether, in the opinion of the signers, such condition or covenant has been complied with. Any such certificate or opinion made or given by an officer of the Issuer or the Borrower Authority may be based, insofar as it relates to legal matters, upon a certificate or opinion of or representations by counsel, unless such officer knows that the certificate or opinion or representations with respect to the matters upon which his certificate or opinion may be based based, as aforesaid aforesaid, are erroneous, or in the exercise of reasonable care should have known that the same were erroneous. Any such certificate or opinion or representation made or given by counsel may be based, insofar as it relates to factual matters (matters, on information with respect to which information is in the possession of the Issuer Authority, or the Borrower), upon the certificate or opinion of or representations by an officer or officers of the Issuer or the Borrower, as applicableAuthority, unless such counsel knows that the certificate or opinion or representations with respect to the matters upon which his certificate, opinion or representation may be based based, as aforesaid aforesaid, are erroneous, or in the exercise of reasonable care should have known that the same were erroneous. Except as otherwise explicitly stated herein, any opinion required under this Indenture to be delivered by Bond Counsel shall be addressed and delivered, in addition to any other parties identified herein, to the Issuer.

Appears in 1 contract

Samples: Indenture

Content of Certificates and Opinions. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture or the Agreement shall include (a) a statement that the person or persons making or giving such certificate or opinion have read such covenant or condition and the definitions herein relating thereto; (b) 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; (c) a statement that, in the opinion of the signers, they have made or caused to be made such examination or investigation as is necessary to enable them to express an informed opinion as to whether or not such covenant or condition has been complied with; and (d) a statement as to whether, in the opinion of the signers, such condition or covenant has been complied with. Any such certificate or opinion made or given by an officer of the Issuer or the Borrower may be based, insofar as it relates to legal matters, upon a certificate or opinion of or representations by counsel, unless such officer knows that the certificate or opinion or representations with respect to the matters upon which his certificate or opinion may be based as aforesaid are erroneous, or in the exercise of reasonable care should have known that the same were erroneous. Any such certificate or opinion made or given by counsel may be based, insofar as it relates to factual matters (with respect to which information is in the possession of the Issuer or the Borrower), upon the certificate or opinion of or representations by an officer of the Issuer or the Borrower, as applicable, unless such counsel knows that the certificate or opinion or representations with respect to the matters upon which his opinion may be based as aforesaid are erroneous, or in the exercise of reasonable care should have known that the same were erroneous. Except as otherwise explicitly stated herein, any opinion required under this Indenture to be delivered by Bond Counsel shall be addressed and delivered, in addition to any other parties identified herein, to the Issuer.

Appears in 1 contract

Samples: Financing Agreement (Southwest Gas Corp)

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