Common use of Certificates of the Company Clause in Contracts

Certificates of the Company. If the Company or any Guarantor desires release of any Collateral, the Company shall furnish to the Trustee and the Collateral Trustee, prior to each such proposed release of Collateral pursuant to the Security Documents, (i) all documents required by Section 314(d) of the TIA, and (ii) an Opinion of Counsel, which may be rendered by internal counsel to the Company, to the effect that such accompanying documents constitute all documents required by Section 314(d) of the TIA. The Trustee may, to the extent permitted by Sections 7.1 and 7.2 hereof, accept as conclusive evidence of compliance with the foregoing provisions the appropriate statements contained in such documents and such Opinions of Counsel.

Certificates of the Company. If the Company or any Guarantor desires release of any Collateral, the Company shall furnish to the Trustee and the Collateral TrusteeAgent, prior to each such proposed release of Collateral pursuant to the Security Collateral Documents, (i) all documents required by TIA Section 314(d) of the TIA, and (ii) an Opinion of Counsel, which may be rendered by internal counsel to the Company, to the effect that such accompanying documents constitute all documents required by TIA Section 314(d) of the TIA). The Trustee may, to the extent permitted by Sections 7.1 7.01 and 7.2 7.02 hereof, accept as conclusive evidence of compliance with the foregoing provisions the appropriate statements contained in such documents and such Opinions Opinion of Counsel.

Certificates of the Company. If the Company or any Guarantor desires release of any Collateral, the (a) The Company shall furnish to the Trustee and the Collateral Trustee, prior to each such proposed release of Collateral pursuant to the Security Collateral Documents, (i) all documents required by Section 314(d) of the TIA, TIA and (ii) an Opinion of Counsel, which may be rendered by internal counsel to the Company, to the effect that such accompanying documents constitute all documents required by Section 314(d) of the TIA. The Trustee may, to the extent permitted by Sections 7.1 7.01 and 7.2 7.02 hereof, accept as conclusive evidence of compliance with the foregoing provisions the appropriate statements contained in such documents and such Opinions Opinion of Counsel.

Certificates of the Company. If the Company or any Guarantor desires release of any Collateral, the (a) The Company shall furnish to the Trustee and the Collateral Trustee, prior to each such proposed release of Pledged Collateral pursuant to the Security DocumentsPledge and Escrow Agreement, (i) all documents required by Section TIA ss. 314(d) of the TIA, and (ii) an Opinion of Counsel, which may be rendered by internal counsel to the Company, to the effect that such accompanying documents constitute all documents required by Section TIA ss. 314(d) of the TIA). The Trustee may, to the extent permitted by Sections 7.1 7.01 and 7.2 7.02 hereof, accept as conclusive evidence of compliance with the foregoing provisions the appropriate statements contained in such documents and such Opinions Opinion of Counsel.

Certificates of the Company. If The Company and the Company or any Guarantor desires release of any Collateral, the Company Guarantors shall furnish to the Trustee and the Collateral TrusteeAgent, prior to each such proposed release of Note Collateral pursuant to the Security Collateral Documents, (i) all documents required by TIA Section 314(d) of and the TIA, Collateral Documents and (ii) an Opinion of Counsel, which may be rendered by internal counsel to the Company, Company to the effect that such accompanying documents constitute all documents required by TIA Section 314(d) of the TIA). The Trustee may, to the extent permitted by Sections 7.1 7.01 and 7.2 7.02 hereof, accept as conclusive evidence of compliance with the foregoing provisions the appropriate statements contained in such documents and such Opinions of Counseldocuments.

Certificates of the Company. If the Company or any Guarantor desires release of any Collateral, the The Company shall furnish to the Trustee and the Collateral Trustee, prior to each such proposed release of Collateral pursuant to the Security DocumentsAgreements, (i) all documents documents, if any, required by Section 314(dTIA (S)314(d) of the TIA, and (ii) an Opinion of Counsel, which may be rendered by internal counsel to the Company, to the effect that such accompanying documents constitute all documents required by Section 314(d) of the TIATIA (S)314(d). The Trustee and the Collateral Trustee may, to the extent permitted by Sections 7.1 7.01 and 7.2 7.02 hereof, accept as conclusive evidence of compliance with the foregoing provisions the appropriate statements contained in such documents and such Opinions Opinion of Counsel.

Certificates of the Company. If the Company or any Guarantor desires release of any Collateral, the (a) The Company shall furnish to the Trustee and the Collateral TrusteeAgent, prior to each such proposed release of Pledged Collateral pursuant to the Security DocumentsPledge Agreement or the Escrow and Disbursement Agreement, (i) all documents required by Section 314(dTIA '314(c) of the TIA, and (d) and (ii) an Opinion of Counsel, which may be rendered by internal counsel to the Company, Counsel to the effect that such accompanying documents constitute all documents required by Section TIA '314(d) of the TIA). The Trustee may, to the extent permitted by Sections 7.1 7.01 and 7.2 7.02 hereof, accept as conclusive evidence of compliance with the foregoing provisions the appropriate statements contained in such documents and such Opinions Opinion of Counsel.

Certificates of the Company. If the Company or any Guarantor desires release of any Collateral, the Company shall furnish to the Trustee and the Collateral Trustee, prior to each such proposed release of Collateral pursuant to the Security DocumentsPledge Agreement, (i) all documents required by Section 314(d) of the TIA, and (ii) an Opinion of Counsel, which may be rendered by internal counsel to the Company, to the effect that such accompanying documents constitute all documents required by Section 314(d) of the TIA. The Trustee may, to the extent permitted by Sections 7.1 and 7.2 hereof, accept as conclusive evidence of compliance with the foregoing provisions the appropriate statements contained in such documents and such Opinions of Counsel.

Certificates of the Company. If the Company or any Guarantor desires release of any Collateral, the (a) The Company shall furnish to the Trustee and the Collateral Trustee, prior to each such proposed release of Pledged Collateral pursuant to the Security DocumentsProceeds Pledge and Escrow Agreement, (i) all documents required by Section TIA ss. 314(d) of the TIA, and (ii) an Opinion of Counsel, which may be rendered by internal counsel to the Company, to the effect that such accompanying documents constitute all documents required by Section TIA ss. 314(d) of the TIA). The Trustee may, to the extent permitted by Sections 7.1 7.01 and 7.2 7.02 hereof, accept as conclusive evidence of compliance with the foregoing provisions the appropriate statements contained in such documents and such Opinions Opinion of Counsel.

Certificates of the Company. If the Company or any Guarantor desires release of any Collateral, the Company shall furnish to the Trustee and the Collateral TrusteeAgent, prior to each such proposed release of Collateral pursuant to the Security Collateral Documents, (i) all documents required by Section TIA section 314(d) of the TIA, and (ii) an Opinion of Counsel, which may be rendered by internal counsel to the Company, to the effect that such accompanying documents constitute all documents required by Section TIA section 314(d) of the TIA). The Trustee may, to the extent permitted by Sections 7.1 7.01 and 7.2 7.02 hereof, accept as conclusive evidence of compliance with the foregoing provisions the appropriate statements contained in such documents and such Opinions Opinion of Counsel.

Certificates of the Company. If the Company or any Guarantor desires release of any Collateral, the The Company shall furnish to the Trustee and the Collateral Trustee, prior to each such proposed release of Collateral pursuant from the Lien and security interest of the Collateral Documents or this Indenture, and prior to the Security Documentseach proposed termination and discharge of any Collateral Document, (i) all documents required by Section TIA ss. 314(d) of the TIA, and (ii) an Opinion of Counsel, which may be rendered by internal counsel to the Company, to the effect that such accompanying documents constitute all documents required by Section TIA ss. 314(d) of the TIA). The Trustee may, to the extent permitted by Sections 7.1 7.01 and 7.2 7.02 hereof, accept as conclusive evidence of compliance with the foregoing provisions the appropriate statements contained in such documents and such Opinions Opinion of Counsel.