Common use of Responsible Officer’s Certificate Clause in Contracts

Responsible Officer’s Certificate. Each Participant and the Administrative Agent shall have received a Responsible Officer’s Certificate of the Lessee and the Guarantor addressed to the Administrative Agent, each Purchaser and Lessor and dated as of the Acquisition Date, stating that (w) the representations and warranties of the Lessee and the Guarantor contained in the Participation Agreement and each other Operative Document to which it is a party are true and correct on and as of the Acquisition Date except to the extent such representations or warranties relate solely to an earlier date, in which case such representations and warranties shall have been true and correct on and as of such earlier date; (x) no Default or Event of Default has occurred and is continuing under any Operative Document to which it is a party with respect to the Lessee and the Guarantor; (y) each Operative Document to which the Lessee and the Guarantor is a party is in full force and effect with respect to it; and (z) each of the Lessee and the Guarantor has duly performed and complied with all conditions contained herein or in any other Operative Document required to be performed and complied with by it on or prior to the Acquisition Date.

Responsible Officer’s Certificate. Each Participant The Agent Certificate Holder and the Administrative Agent shall have received a Responsible Officer’s 's Certificate of the Lessee and the Guarantor Guarantor, in substantially the form of Exhibit D-5 attached hereto, addressed to the Administrative Agent, the Agent Certificate Holder, each Purchaser Lender and Lessor each Certificate Holder and dated as of the Acquisition Date, stating that (w) to such Responsible Officer's knowledge the representations and warranties of the Lessee and the Guarantor contained in the Participation Agreement and each other Operative Document to which it is a party are true and correct in all material respects on and as of the Acquisition Date except to the extent such representations or warranties relate solely to an earlier date, in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date; (x) to such Responsible Officer's knowledge no Default or Event of Default has occurred and is continuing under any Operative Document to which it is a party with respect to the Lessee and the Guarantor; (y) to such Responsible Officer's knowledge each Operative Document to which the Lessee and the Guarantor is a party is in full force and effect with respect to it; and (z) each of the Lessee and the Guarantor has duly performed and complied with all conditions contained herein or in any other Operative Document required to be performed and complied with by it on or prior to the Acquisition Date.

Responsible Officer’s Certificate. Each Participant The Agent Certificate Holder and the Administrative Agent shall have received a Responsible Officer’s 's Certificate of the Lessee and Guarantor, in substantially the Guarantor form of Exhibit D-5 attached hereto, addressed to the Administrative Agent, the Agent Certificate Holder, each Purchaser Lender and Lessor each Certificate Holder and dated as of the Acquisition Date, stating that (w) to such Responsible Officer's knowledge the representations and warranties of the Lessee and the Guarantor contained in the Participation Agreement and each other Operative Document to which it is a party are is true and correct in all material respects on and as of the Acquisition Date except to the extent such representations or warranties relate solely to an earlier date, in which case such representations and warranties shall have been true and correct on and as of such earlier dateDate; (x) to such Responsible Officer's knowledge no Default or Event of Default has occurred and is continuing under any Operative Document to which it is a party with respect to the Lessee and the Guarantor; (y) to such Responsible Officer's knowledge each Operative Document to which the Lessee and the Guarantor is a party is in full force and effect with respect to it; and (z) each of the Lessee and the Guarantor has duly performed and complied with all conditions contained herein or in any other Operative Document required to be performed and complied with by it on or prior to the Acquisition Date.

Responsible Officer’s Certificate. Each Participant The Agent Certificate Holder and the Administrative Agent shall have received a Responsible Officer’s 's Certificate of the Lessee and each Guarantor, in substantially the Guarantor form of Exhibit D-5 attached hereto, addressed to the Administrative Agent, the Agent Certificate Holder, each Purchaser Lender and Lessor each Certificate Holder and dated as of the Acquisition Date, stating that (w) to such Responsible Officer's knowledge the representations and warranties of the Lessee and the each Guarantor contained in the Participation Agreement and each other Operative Document to which it is a party are true and correct in all material respects on and as of the Acquisition Date except to the extent such representations or warranties relate solely to an earlier date, in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date; (x) to such Responsible Officer's knowledge no Default or Event of Default has occurred and is continuing under any Operative Document to which it is a party with respect to the Lessee and the each Guarantor; (y) to such Responsible Officer's knowledge each Operative Document to which the Lessee and the each Guarantor is a party is in full force and effect with respect to it; and (z) each of the Lessee and the each Guarantor has duly performed and complied with all conditions contained herein or in any other Operative Document required to be performed and complied with by it on or prior to the Acquisition Date.