Common use of Certificates to Trustee Clause in Contracts

Certificates to Trustee. (a) The Issuer will deliver on or before a date not more than 90 days after the end of each fiscal year, an Officers' Certificate of the Chief Executive Officer, the Chief Operating Officer or the Chief Financial Officer of the Issuer certifying that such officer has conducted or supervised a review of the activities of the Issuer and its Restricted Subsidiaries and the Issuer's and its Restricted Subsidiaries' performance under the Indenture and that, to the best of such officer's knowledge, based upon such review, the Issuer has fulfilled all obligations thereunder or, if there has been a default in the fulfillment of any such obligation, specifying each such default and the nature and status thereof (such compliance to be determined without regard to any period of grace or requirement of notice provided under this Indenture). (b) The Issuer will deliver to the Trustee, as soon as possible and in any event within 10 days after the Issuer becomes aware or should reasonably become aware of the occurrence of an Event of Default or a Default, an Officers' Certificate setting forth the details of such Event of Default or Default, and the action which the Issuer proposes to take with respect thereto. If a Default or Event of Default occurs, is continuing and is actually known to the Trustee, the Trustee must mail to each Holder notice of the Default or Event of Default within 90 days after the Trustee has actual knowledge thereof, unless such Default or Event of Default is cured or waived in accordance with the terms of this Indenture prior to the giving of such notice.

Certificates to Trustee. (a) The Issuer will deliver on or before a date not more than 90 to the Trustee within 180 days after the end of each fiscal year, an Officers' Certificate of the Chief Executive Officer, the Chief Operating Officer or the Chief Financial Officer year of the Issuer certifying that such a brief certificate (which need not comply with Section 11.05) from the principal executive, financial or accounting officer has conducted or supervised a review of the activities of the Issuer and its Restricted Subsidiaries and as to his or her knowledge of the Issuer's compliance with all conditions and its Restricted Subsidiaries' performance covenants under the this Indenture and that, to the best of such officer's knowledge, based upon such review, the Issuer has fulfilled all obligations thereunder or, if there has been a default in the fulfillment of any such obligation, specifying each such default and the nature and status thereof (such compliance to be determined without regard to any period of grace or requirement of notice provided under this Indenture). (b) The Issuer will deliver to the Trustee, as soon as possible and in any event within 10 days after the Issuer becomes aware or should reasonably become aware of the occurrence of an Event of Default or a Default, an Officers' Certificate setting forth the details of such Event of Default or Default, and the action which the Issuer proposes to take with respect thereto. If a Default or Event of Default occurs, is continuing and is actually known . (c) The Issuer will deliver to the Trustee, the Trustee must mail to each Holder notice of the Default or Event of Default within 90 180 days after the Trustee end of each fiscal year of the Issuer a written statement by the Issuer's independent public accountants stating that their audit examination has actual knowledge thereof, unless such Default or Event included a review of Default is cured or waived in accordance with the terms of this Indenture prior and the Notes as they relate to accounting matters, and whether, in connection with their audit examination, any Default has come to their attention and, if such a Default has come to their attention, specifying the nature and period of the existence thereof. (d) The Issuer will deliver to the giving Trustee, upon the written request of the Trustee (which shall be delivered by the Trustee within 30 days after the end of each fiscal quarter of the Issuer), within 45 days after the end of each fiscal quarter of the Issuer a certificate of the principal executive, financial or accounting officer of the Issuer setting forth (i) the Indebtedness to Adjusted EBITDA Ratio on the last day of such noticefiscal quarter, (ii) Adjusted EBITDA for the period of the most recently completed twelve months and (iii) the amount of Restricted Payments during the then-current fiscal year, in each case along with reasonably detailed calculations thereof.

Certificates to Trustee. (a) The Issuer Company will deliver on or before a date not more than to the Trustee within 90 days after the end of each fiscal year, an Officers' Certificate year of the Chief Executive OfficerCompany a certificate from the principal executive, the Chief Operating Officer financial or the Chief Financial Officer accounting officer of the Issuer certifying Company stating that such officer has conducted or supervised a review of the activities of the Issuer Company and its Restricted Subsidiaries and the IssuerCompany's and its Restricted Subsidiaries' performance under the this Indenture and that, to the best of such officer's knowledge, based upon such review, the Issuer there has fulfilled all obligations been no Default that is continuing thereunder and there has been no occurrence of a Reset Event or, if there has been a default Default in the fulfillment of any such obligationobligation or there has been an occurrence of a Reset Event, specifying each such default Default or Reset Event and the nature and status thereof (such compliance to be determined without regard to any period of grace or requirement of notice provided under this Indenture)thereof. (b) The Issuer Company will deliver to the Trustee, as soon as possible and in any event within 10 30 days after the Issuer becomes aware or should reasonably become aware occurrence thereof, written notice in the form of the occurrence of an Event of Default or a Default, an Officers' Certificate of any event which with the giving of notice and the lapse of time would become an Event of Default, setting forth the details status of such Event of Default event and what action the Company is taking or Default, and the action which the Issuer proposes to take with respect thereto. If a Default . (c) For so long as the Issuer is the Holder of any Note or Event of Default occursportion thereof, is continuing and is actually known the Company will deliver to the Trustee, the Trustee must mail to each Holder notice of the Default or Event of Default as soon as possible and in any event within 90 30 days after the Trustee has actual knowledge occurrence thereof, unless written notice in the form of an Officers' Certificate of the occurrence of any Reset Event or of any event which with the giving of notice and the lapse of time would become a Reset Event (in each case, other than a Reset Event arising as a result of the occurrence of the Interest Rate Reset Date), setting forth the status of such Default event and what action the Company is taking or Event proposes to take with respect thereto. (d) The Company will deliver to the Trustee within 120 days after the end of Default is cured or waived in accordance with each fiscal year of the Company a written statement by the Company's independent public accountants stating (i) that their audit examination has included a review of the terms of this Indenture prior and the Notes as they relate to the giving of such notice.accounting matters, and (ii) whether, in connection with