Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under any provision of this Agreement, the Company shall furnish to the Agent an Officer's Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 33 contracts
Samples: Purchase Contract Agreement (Boise Cascade Corp), Form of Purchase Contract Agreement (Centurytel Inc), Purchase Contract Agreement (Centurytel Inc)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon Upon any application or request by the Company Depositor, the Sellers or the Owners to the Agent Trustee to take any action under any provision of this Agreement, the Company Depositor, each of the Sellers or the Owners, as the case may be, shall furnish to the Agent an Officer's Certificate Trustee a certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every Except as otherwise specifically provided herein, each certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement (including one furnished pursuant to specific requirements of this Agreement relating to a particular application or request) shall include:
Appears in 26 contracts
Samples: Pooling and Servicing Agreement (Centex Home Equity Loan Trust 2002 B), Pooling and Servicing Agreement (Centex Home Equity Loan Trust 2002-A), Pooling and Servicing Agreement (Nationstar Home Equity Loan Trust 2007-A)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under any provision of this Agreement, the Company shall furnish to the Agent an Officer's Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement (other than the Officer's Certificate provided for in Section 10.5) shall include:
Appears in 15 contracts
Samples: Forward Purchase Contract Agreement (American Electric Power Co Inc), Purchase Contract Agreement (Toys R Us Inc), Purchase Contract Agreement (El Paso Corp/De)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under any provision of this Agreement, the Company shall furnish to the Agent an Officer's Officers' Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 14 contracts
Samples: Purchase Contract Agreement (Financial Security Assurance Holdings LTD/Ny/), Purchase Contract Agreement (Household International Inc), Purchase Contract Agreement (CMS Energy Trust Ii)
Compliance Certificates and Opinions. Except as otherwise expressly provided by in this AgreementIndenture, upon any application or request by the Company to the Agent Trustee to take any action under any provision of this AgreementIndenture, the Company shall furnish to the Agent Trustee an Officer's Officers' Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents or any of them is specifically required by any provision of this Agreement Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include:
Appears in 13 contracts
Samples: Meridian Bioscience Inc, Indenture (Cit Group Inc), Indenture (Cit Group Inc)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon Upon any application or request by the Company to the Agent Trustee to take any action under any provision of this AgreementIndenture, the Company shall furnish to the Agent Trustee, if so requested by the Trustee, an Officer's Officers' Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, that in the opinion of such counsel, counsel all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include:
Appears in 13 contracts
Samples: Indenture (Wells Fargo & Co/Mn), Olympic Financial (Olympic Financial LTD), Indenture (Fuller H B Co)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Purchase Contract Agent to take any action under in accordance with any provision of this Agreement, the Company shall furnish to the Purchase Contract Agent an Officer's Officers’ Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement (other than the Officers’ Certificate provided for in Section 10.05) shall include:
Appears in 11 contracts
Samples: Purchase Contract and Pledge Agreement (PPL Corp), Purchase Contract and Pledge Agreement (PPL Corp), Purchase Contract and Pledge Agreement (Great Plains Energy Inc)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under any provision of this Agreement, the Company shall furnish to the Agent an Officer's a Company Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 10 contracts
Samples: Purchase Contract Agreement (Northwest Natural Gas Co), Purchase Contract Agreement (Ameren Capital Trust Ii), Purchase Contract Agreement (State Street Corp)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under any provision of this Agreement, the Company shall furnish to the Agent an Officer's Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if reasonably requested by the Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 10 contracts
Samples: Purchase Contract Agreement (Kansas City Southern Industries Inc), Purchase Contract Agreement (Coastal Corp), Purchase Contract Agreement (Lincoln National Corp)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Purchase Contract Agent to take any action under any provision of this Agreement, the Company shall furnish to the Purchase Contract Agent an Officer's a Company Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 10 contracts
Samples: Purchase Contract Agreement (Florida Power & Light Co), Purchase Contract Agreement (Florida Power & Light Co), Purchase Contract Agreement (Florida Power & Light Co)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under any provision of this Agreement, the Company shall furnish to the Agent an Officer's Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 9 contracts
Samples: Pledge Agreement (Radio One Licenses LLC), Purchase Contract Agreement (Providian Financing Iv), Stock Purchase Contract Agreement (Ati Financing Ii)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under in accordance with any provision of this Agreement, the Company shall furnish to the Agent an Officer's Officers' Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 8 contracts
Samples: Purchase Contract Agreement (Polaroid Corp), Purchase Contract Agreement (New Nisource Inc), Purchase Contract Agreement (Nisource Inc)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under any provision of this Agreement, the Company shall furnish to the Agent an Officer's a Company Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 8 contracts
Samples: Purchase Contract Agreement (Florida Power & Light Co), Purchase Contract Agreement (FPL Group Capital Inc), Purchase Contract Agreement (FPL Group Capital Inc)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under any provision of this Agreement, the Company shall furnish to the Agent an Officer's a Company Certificate stating that in the opinion of the Authorized Officer signing such Company Certificate all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 7 contracts
Samples: Agent Purchase Contract Agreement (Great Plains Energy Inc), Agent Purchase Contract Agreement (Great Plains Energy Inc), Purchase Contract Agreement (Txu Corp /Tx/)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under any provision of this Agreement, the Company shall furnish to the Agent an Officer's Officers' Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 7 contracts
Samples: Purchase Contract Agreement (Unumprovident Corp), Purchase Contract Agreement (Anthem Inc), Purchase Contract Agreement (Platinum Underwriters Holdings LTD)
Compliance Certificates and Opinions. Except as otherwise expressly provided by in this AgreementIndenture, upon any application or request by the Company to the Agent Trustee to take any action under any provision of this AgreementIndenture, the Company shall furnish to the Agent Trustee an Officer's Officers' Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents or any of them is specifically required by any provision of this Agreement Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:.
Appears in 7 contracts
Samples: Indenture (CSX Transportation Inc), CSX Transportation Inc, Inmc Mortgage Holdings Inc
Compliance Certificates and Opinions. Except as otherwise expressly provided by in this AgreementIndenture, upon any application or request by the Company to the Agent Trustee to take any action under any provision of this AgreementIndenture, the Company shall furnish to the Agent Trustee an Officer's Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, that in the opinion of such counsel, counsel all such conditions precedent, if any, have been complied with, except it being understood that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include:
Appears in 7 contracts
Samples: Indenture (Washington Water Power Capital Iii), Washington Water Power Capital Iii, Washington Water Power Co
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under any provision of this Agreement, the Company shall furnish to the Agent an Officer's Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if reasonably requested by the Agent, an Opinion of Counsel addressed to the Agent stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 6 contracts
Samples: Purchase Contract Agreement (Alltel Corp), Forward Purchase Contract Agreement (Cendant Corp), Purchase Contract Agreement (St Paul Companies Inc /Mn/)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company Corporation to the Agent or Collateral Agent to take any action under any provision of this Agreement, the Company Corporation, as applicable, shall furnish to the Agent or Collateral Agent an Officer's Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 6 contracts
Samples: Unit Agreement (Morgan Stanley Dean Witter & Co), Unit Agreement (Morgan Stanley Capital Trust VIII), Unit Agreement (Comcast Cable Trust Iii)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon (1) Upon any application or request by the Company to the Agent Trustee to take any action under any provision of this AgreementIndenture, the Company shall furnish to the Agent Trustee an Officer's Officers’ Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture (including any covenant compliance with which constitutes a condition precedent) relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, that in the opinion of such counsel, counsel all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:.
Appears in 4 contracts
Samples: Indenture (Valens Company, Inc.), Indenture (Cardiol Therapeutics Inc.), Indenture (VIQ Solutions Inc.)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Unit Agent to take any action under any provision of this Agreement, the Company shall furnish to the Unit Agent at the Unit Agent's request (i) an Officer's Officers' Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and/or (ii) an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 4 contracts
Samples: Master Unit Agreement (CMS Energy Corp), Master Unit Agreement (Amerus Life Holdings Inc), Master Unit Agreement (Southern Co)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Purchase Contract Agent, the Custodial Agent or the Collateral Agent to take any action under in accordance with any provision of this Agreement, the Company shall furnish to the Purchase Contract Agent, the Custodial Agent or the Collateral Agent an Officer's ’s Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 4 contracts
Samples: Purchase Contract and Pledge Agreement (Ugi Corp /Pa/), Purchase Contract and Pledge Agreement (Nisource Inc.), Purchase Contract and Pledge Agreement (Nisource Inc.)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under any provision of this Agreement, the Company shall furnish to the Agent an Officer's ’s Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement (other than the Officer’s Certificate provided for in Section 10.5) shall include:
Appears in 3 contracts
Samples: Forward Purchase Contract Agreement (American Electric Power Co Inc), Forward Purchase Contract Agent (American Electric Power Co Inc), Forward Purchase Contract Agreement (American Electric Power Co Inc)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon (a) Upon any application or request by the Company Issuer to the Agent to take any action under any provision of this Loan Agreement, the Company Issuer shall furnish to the Agent an Officer's Certificate a certificate stating that all conditions precedent, if any, provided for in this Loan Agreement relating to the proposed action have been complied with and, if requested deemed reasonably necessary by the AgentAgent or if required pursuant to the terms of this Loan Agreement, an Opinion of Counsel stating that, that in the opinion of such counsel, counsel all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Loan Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:.
Appears in 3 contracts
Samples: Management Agreement (Cronos Group), Loan Agreement (Cronos Group), Loan Agreement (Cronos Group)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Purchase Contract Agent to take any action under any provision of this Agreement, the Company shall furnish to the Purchase Contract Agent an Officer's a Company Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Purchase Contract Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 3 contracts
Samples: Purchase Contract Agreement (Nextera Energy Inc), Purchase Contract Agreement (FPL Group Inc), Purchase Contract Agreement (FPL Group Inc)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Purchase Contract Agent to take any action under in accordance with any provision of this Agreement, the Company shall furnish to the Purchase Contract Agent an Officer's Officers’ Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnishedfurnished unless so specified in such provision. Every certificate Officers’ Certificate or opinion Opinion of Counsel with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 3 contracts
Samples: Purchase Contract Agreement (Banc of California, Inc.), Purchase Contract Agreement (Wintrust Financial Corp), Purchase Contract Agreement (Synovus Financial Corp)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Purchase Contract Agent to take any action under in accordance with any provision of this Agreement, the Company shall furnish to the Purchase Contract Agent an Officer's ’s Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 3 contracts
Samples: Purchase Contract and Pledge Agreement (Stanley Black & Decker, Inc.), Purchase Contract and Pledge Agreement (Stanley Black & Decker, Inc.), Purchase Contract and Pledge Agreement (Stanley Works)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company Corporation to the Agent to take any action under any provision of this Agreement, the Company Corporation, as applicable, shall furnish to the Agent an Officer's Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 3 contracts
Samples: Unit Agreement (J P Morgan Chase & Co), Unit Agreement (Morgan Stanley Dean Witter Discover & Co), Unit Agreement (Morgan Stanley Dean Witter & Co)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon Upon any application or request by the Company to the Agent Trustee to take any action under any provision of this Agreement, the Company shall furnish to the Agent Trustee an Officer's Certificate stating that all conditions precedent, if any, provided for in this Agreement (including any covenants, compliance with which constitutes a condition precedent) relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, that in the opinion of such counsel, counsel all such conditions precedent, if any, have been complied with, except that that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 3 contracts
Samples: Participation Rights Agreement (Corel Corp), Agreement (Markel Corp), Contingent Value Rights Agreement (Markel Holdings Inc)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Purchase Contract Agent or the Collateral Agent to take any action under in accordance with any provision of this Agreement, the Company shall furnish to the Purchase Contract Agent or the Collateral Agent an Officer's ’s Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 3 contracts
Samples: Purchase Contract and Pledge Agreement (Stanley Black & Decker, Inc.), Series a Purchase Contract and Pledge Agreement (Dominion Energy Inc /Va/), Purchase Contract and Pledge Agreement (Stanley Black & Decker, Inc.)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company KeySpan to the Agent to take any action under in accordance with any provision of this Agreement, the Company KeySpan shall furnish to the Agent an Officer's Officers' Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 2 contracts
Samples: Agreement (Keyspan Trust I), Agreement (Keyspan Trust Iii)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Unit Agent to take any action under any provision of this Agreement, the Company shall furnish to the Unit Agent an Officer's Officers' Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 2 contracts
Samples: Master Unit Agreement (Providian Financing Iv), Master Unit Agreement (Ati Financing Ii)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon (a) Upon any application or request demand by the Company to the Agent Trustee for any series of the Securities to take any action under any provision of the provisions of this AgreementIndenture or any supplement hereto, the Company Company, shall furnish to the Agent such Trustee an Officer's Officers’ Certificate stating that all conditions precedent, if any, precedent provided for in this Agreement Indenture relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, that in the opinion of such counsel, counsel all such conditions precedent, if any, precedent have been complied with, except that in the case of any such application or request demand as to which the furnishing of such documents is specifically required by any provision of this Agreement Indenture relating to such particular application or requestdemand, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:.
Appears in 2 contracts
Samples: Indenture (International Flavors & Fragrances Inc), Indenture (International Flavors & Fragrances Inc)
Compliance Certificates and Opinions. (a) Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under any provision of this Agreement, the Company shall furnish to the Agent an Officer's Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:.
Appears in 2 contracts
Samples: Purchase Contract Agreement (Prudential Financial Inc), Purchase Contract Agreement (Prudential Financial Inc)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under any provision of this Agreement, the Company shall furnish to the Agent an Officer's a Company Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 2 contracts
Samples: Form of Purchase Contract Agreement (Oneok Inc /New/), Purchase Contract Agreement (Txu Capital Iv)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under any provision of this Agreement, the Company shall furnish to the Agent an Officer's Officers' Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel addressed to the Company and the Agent stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 2 contracts
Samples: Purchase Contract and Unit Agreement (Nortel Networks Corp), Purchase Contract and Unit Agreement (Nortel Networks Corp)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon Upon any application or request by the Company to the Agent Trustee to take any action under any provision of this Agreement, the Company shall furnish to the Agent Trustee an Officer's Officers' Certificate stating that all conditions precedent, if any, provided for in this Agreement (including any covenants compliance with which constitutes a condition precedent) relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, that in the opinion of such counsel, counsel all such conditions precedent, if any, have been complied with, except that that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 2 contracts
Samples: Participation Rights Agreement (Schering Plough Corp), Participation Rights Agreement (Schering Plough Corp)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Purchase Contract Agent to take any action under any provision of this Agreement, the Company shall furnish to the Purchase Contract Agent an Officer's a Company Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 2 contracts
Samples: Purchase Contract Agreement (Nextera Energy Inc), Purchase Contract Agreement (Nextera Energy Inc)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by MS plc or the Company Corporation to the Agent to take any action under any provision of this Agreement, MS plc or the Company Corporation, as applicable, shall furnish to the Agent an Officer's Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 2 contracts
Samples: Capital Unit Agreement (Morgan Stanley Group Inc /De/), Article Twelve (Morgan Stanley Group Inc /De/)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon Upon any application or request by the Company to the Agent Trustee to take any action under any provision of this Agreement, the Company shall furnish to the Agent Trustee an Officer's Certificate stating that all conditions precedent, if any, provided for in this Agreement (including any covenants, compliance with which constitutes a condition precedent) relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, that in the opinion of such counsel, counsel all such conditions precedent, if any, have been complied with, except that that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:, at a minimum, a statement as to whether, in the opinion of each such individual, such condition or covenant has been complied with.
Appears in 1 contract
Samples: Rights Agreement (PMR Corp)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under any provision of this Agreement, the Company Company, as applicable, shall furnish to the Agent an Officer's ’s Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 1 contract
Samples: Unit Agreement (Morgan Stanley)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under any provision of this Agreement, the Company Agent shall furnish at its request, be entitled to the Agent receive an Officer's Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every Except as otherwise provided by this Agreement, every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 1 contract
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company Corporation to the Agent or Collateral Agent to take any action under any provision of this Agreement, the Company Corporation, as applicable, shall furnish to the Agent or Collateral Agent an Officer's Officers’ Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 1 contract
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under any provision of this Agreement, the Company shall furnish to the Agent an Officer's Certificate stating that all conditions precedent, if any, provided for in this Agreement Agree ment relating to the proposed action have been complied with and, if reasonably requested by the Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 1 contract
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon Upon any application or request by the Company to the Purchase Contract Agent and/or Trustee to take any action under in accordance with any provision of this Agreement, the Company shall furnish to the Purchase Contract Agent and/or Trustee, as applicable, an Officer's Officers’ Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate Officers’ Certificate or opinion Opinion of Counsel with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 1 contract
Samples: Purchase Contract Agreement (Anadarko Petroleum Corp)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Purchase Contract Agent to take any action under in accordance with any provision of this Agreement, the Company shall furnish to the Purchase Contract Agent an Officer's Officers' Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement (other than the Officers' Certificate provided for in Section 10.05) shall include:
Appears in 1 contract
Samples: Purchase Contract Agreement (Public Service Co of New Mexico)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under any provision of this Agreement, the Company shall furnish to the Agent an Officer's Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically 13 9 required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 1 contract
Samples: Stock Purchase Contract Agreement (Ccci Capital Trust Iii)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon Upon any application or request by the Company to the Agent Trustee to take any action under any provision of this AgreementIndenture, the Company shall furnish to the Agent Trustee an Officer's Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture (including any covenant compliance with which constitutes a condition precedent) relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, that in the opinion of such counsel, counsel all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:.
Appears in 1 contract
Samples: Indenture (World Access Inc /New/)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under any provision of this Agreement, the Company Company, as applicable, shall furnish to the Agent an Officer's ’s Certificate of the Company and, if relevant, of the Guarantor, stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel of the Company and, if relevant, of the Guarantor stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 1 contract
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company and/or the Trust to the Agent to take any action under in accordance with any provision of this Agreement, the Company shall furnish to the Agent an Officer's Officers' Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 1 contract
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under any provision of this Agreement, the Company shall furnish to the Agent an Officer's Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion Opin- ion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 1 contract
Samples: Purchase Contract Agreement (Owens Corning Capital Ii)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent and the Banks to take any action under any provision of this Agreement, the Company shall furnish to the Agent an Officer's Officers’ Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if reasonably requested by the Agent, an Opinion of Counsel stating that, that in the opinion of such counsel, counsel all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 1 contract
Samples: Loan Agreement (Coca Cola Bottling Co Consolidated /De/)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Purchase Contract Agent to take any action under in accordance with any provision of this Agreement, the Company shall furnish to the Purchase Contract Agent an Officer's Officers’ Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Purchase Contract Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate Officers’ Certificate or opinion Opinion of Counsel with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 1 contract
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Purchase Contract Agent to take any action under any provision of this Agreement, the Company shall furnish to the Purchase Contract Agent an Officer's a Company Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. DB1/ 132079547.5 Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 1 contract
Samples: Purchase Contract Agreement (Florida Power & Light Co)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under any provision of this Agreement, the Company shall furnish to the Agent an Officer's Officers’ Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, an Opinion of Counsel stating that, in the opinion of such counsel, such action is authorized or permitted by this Agreement and that all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:.
Appears in 1 contract
Compliance Certificates and Opinions. Except as otherwise expressly provided by in this AgreementIndenture, upon any application or request by the Company to the Agent Trustee to take any action under any provision of this AgreementIndenture, the Company shall furnish to the Agent Trustee an Officer's Officers' Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents document is specifically required by any provision of this Agreement Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement Indenture shall include:
Appears in 1 contract
Samples: Indenture (Thermo Electron Corp)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company Washington Mutual to the Agent to take any action under in accordance with any provision of this Agreement, the Company Washington Mutual shall furnish to the Agent an Officer's Officers' Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 1 contract
Samples: Unit Agreement (Washington Mutual Capital Trust 2001)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Unit Agreement, upon any application or request by the Company to the Unit Agent to take any action under in accordance with any provision of this Unit Agreement, the Company shall furnish to the Unit Agent an Officer's Officers' Certificate stating that all conditions precedent, if any, provided for in this Unit Agreement relating to the proposed action have been complied with and, if requested by the Unit Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Unit Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Unit Agreement shall include:
Appears in 1 contract
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company TPG to the Agent to take any action under any provision of this Agreement, the Company TPG shall furnish to the Agent an Officer's Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 1 contract
Samples: Ii Unit Agreement (TPG Nv)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under in accordance with any provision of this Agreement, the Company shall furnish to the Agent an Officer's Officers' Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have 10- been complied with and, if requested by the Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 1 contract
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under any provision of this Agreement, the Company shall furnish to the Agent an Officer's Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:.
Appears in 1 contract
Samples: Purchase Contract Agreement (Kennametal Financing I)
Compliance Certificates and Opinions. (a) Except as otherwise expressly provided by this Agreement, upon any application or request by the Company Co-Issuers to the Agent to take any action under any provision of this Agreement, the Company Co-Issuers shall each furnish to the Agent an Officer's Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:.
Appears in 1 contract
Samples: Forward Purchase Contract Agreement (Provident Financial Group Inc)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent Units Trustee to take any action under any provision of this Agreement, the Company Company, as applicable, shall furnish to the Agent Units Trustee an Officer's ’s Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 1 contract
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon Upon any application or request by the Company Partnership to the Agent Trustee to take any action under any provision of this Agreement, the Company Partnership shall furnish to the Agent Trustee an Officer's ’s Certificate stating that all conditions precedent, if any, provided for in this Agreement (including any covenants, compliance with which constitutes a condition precedent) relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, that in the opinion of such counsel, counsel all such conditions precedent, if any, have been complied with, except that that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 1 contract
Samples: Contingent Value Interests Agreement (KKR & Co. L.P.)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company Corporation to the Agent or Collateral Agent to take any action under any provision of this Agreement, the Company Corporation, as applicable, shall furnish to the Agent or Collateral Agent an Officer's Officers' Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 1 contract
Samples: Agreement (Wells Fargo Capital Vi)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company Issuers to the Agent to take any action under any provision of this Agreement, the Company Issuers, as applicable, shall furnish to the Agent an Officer's ’s Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 1 contract
Samples: Unit Agreement (Aegon Nv)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under any provision of this Agreement, the Company shall furnish to the Agent an Officer's ’s Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 1 contract
Samples: Purchase Contract Agreement (Affiliated Managers Group Inc)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company Corporation to the Agent or Collateral Agent to take any action under any provision of this Agreement, the Company Corporation, as applicable, shall furnish to the Agent or Collateral Agent an Officer's ’s Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 1 contract
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Purchase Contract Agent to take any action under in accordance with any provision of this Agreement, the Company shall furnish to the Purchase Contract Agent an Officer's Officers' Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Purchase Contract Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:.
Appears in 1 contract
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent and the Banks to take any action under any provision of this Agreement, the Company shall furnish to the Agent an Officer's Officers' Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if reasonably requested by the Agent, an Opinion of Counsel stating that, that in the opinion of such counsel, counsel all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant cove nant provided for in this Agreement shall include:
Appears in 1 contract
Samples: Loan Agreement (Coca Cola Bottling Co Consolidated /De/)
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon Upon any application or request by the Company to the Agent Trustee to take any action under any provision of this AgreementIndenture, the Company shall furnish to the Agent Trustee an Officer's Officers' Certificate stating that all conditions precedent, if any, provided for in this Agreement Indenture (including any covenant compliance with which constitutes a condition precedent) relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, that in the opinion of such counsel, counsel all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement Indenture relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:.
Appears in 1 contract
Samples: Safety Kleen Corp/
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application applica tion or request by the Company to the Agent to take any action under any provision of this Agreement, the Company shall furnish to the Agent an Officer's Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 1 contract
Compliance Certificates and Opinions. Except as otherwise expressly provided by this Agreement, upon any application or request by the Company to the Agent to take any action under any provision of this Agreement, the Company shall furnish to the Agent an Officer's Officer Certificate stating that all conditions precedent, if any, provided for in this Agreement relating to the proposed action have been complied with and, if requested by the Agent, and an Opinion of Counsel stating that, in the opinion of such counsel, all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Agreement relating to such particular application or request, no additional certificate or opinion need be furnished. Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Agreement shall include:
Appears in 1 contract
Samples: Purchase Contract Agreement (American Heritage Life Investment Corp)
