Form of Certificates and Opinions Sample Clauses

The "Form of Certificates and Opinions" clause defines the required format and content for certificates and legal opinions that must be delivered under the agreement. It typically specifies the information these documents must include, such as the identity of the signer, the basis for their statements, and any necessary supporting documentation. By standardizing these requirements, the clause ensures that all parties receive consistent, reliable, and verifiable information, thereby reducing ambiguity and the risk of disputes over the sufficiency or validity of such documents.
Form of Certificates and Opinions. (i) Each certificate or opinion on compliance with a condition or covenant in this Indenture will include: (A) a statement that each signatory of the certificate or opinion has read the covenant or condition and the definitions in this Indenture relating to the covenant or condition; (B) a brief statement about the nature and scope of the examination or investigation on which the statements or opinions in the certificate or opinion are based; (C) a statement that, in the opinion of the signatory, the signatory has made an examination or investigation if necessary to enable the signatory to express an informed opinion on whether or not the covenant or condition has been complied with; and (D) a statement about whether, in the opinion of the signatory, the condition or covenant has been complied with. (ii) Any Officer’s Certificate of a Responsible Person of the Issuer may be based, for legal matters, on an opinion of counsel, unless that Responsible Person knows, or in the exercise of reasonable care should know, that the opinion is erroneous. Any Officer’s Certificate of a Responsible Person of the Issuer or opinion of counsel may be based, for factual matters, on an Officer’s Certificate of a Responsible Person of the Servicer, the Depositor or the Issuer (including by the Administrator on behalf of the Issuer), stating that the information about those factual matters is in the possession of the Servicer, the Depositor, the Issuer or the Administrator, unless the Responsible Person of the Issuer or counsel knows, or in the exercise of reasonable care should know, that the Officer’s Certificate is erroneous.
Form of Certificates and Opinions. (i) Each certificate or opinion on compliance with a condition or covenant in this Indenture will include: (A) a statement that each signatory of the certificate or opinion has read the covenant or condition and the definitions in this Indenture, any other Series 2025-3 Series Related Document or any Transaction Document relating to the covenant or condition; (B) a brief statement about the nature and scope of the examination or investigation on which the statements or opinions in the certificate or opinion are based;
Form of Certificates and Opinions. Except as otherwise provided in this Indenture, any request, notice, certificate or other instrument from the Issuer or the Borrower to the Trustee shall be deemed to have been signed by the proper party or parties if signed by the Issuer Representative or the Borrower Representative, respectively, and the Trustee may accept and rely upon a certificate signed by the Issuer Representative as to any action taken by the Issuer and by the Borrower Representative as to any action taken by the Borrower.
Form of Certificates and Opinions. Except as otherwise provided in this Indenture, any request, notice, certificate or other instrument from the Issuer to the Trustee shall be deemed to have been signed by the proper party or parties if signed by the Issuer Representative, and the Trustee may accept and rely upon a certificate signed by the Issuer Representative as to any action taken by the Issuer.
Form of Certificates and Opinions. Each certificate or opinion on compliance with a condition or covenant in this Indenture will include: (A) a statement that each signatory of the certificate or opinion has read the covenant or condition and the definitions in this Indenture or the Transaction Document relating to the covenant or condition; (B) a brief statement about the nature and scope of the examination or investigation on which the statements or opinions in the certificate or opinion are based; (C) a statement that, in the opinion of the signatory, the signatory has made an examination or investigation if necessary to enable the signatory to express an informed opinion on whether or not the covenant or condition has been complied with; and (D) a statement about whether, in the opinion of the signatory, the condition or covenant has been complied with.
Form of Certificates and Opinions. Except as otherwise provided in this Indenture, any request, notice, certificate or other instrument from the Company shall be deemed to have been signed by the proper party or parties if signed by the President or other authorized representative of the Company, and the Trustee may accept and rely upon a certificate signed by the such party as to any action taken by the Company.

Related to Form of Certificates and Opinions

  • Evidence of Compliance with Conditions Precedent; Certificates and Opinions of Counsel to Trustee Upon any application or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Company shall, if requested by the Trustee, furnish to the Trustee an Officer’s Certificate and an Opinion of Counsel stating that such action is permitted by the terms of this Indenture and that in the opinion of the signers, all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with. Each Officer’s Certificate and Opinion of Counsel provided for, by or on behalf of the Company in this Indenture and delivered to the Trustee with respect to compliance with this Indenture (other than the Officer’s Certificates provided for in Section 4.08) shall include (a) a statement that the person signing such certificate is familiar with the requested action and this Indenture; (b) a brief statement as to the nature and scope of the examination or investigation upon which the statement contained in such certificate is based; (c) a statement that, in the judgment of such person, he or she has made such examination or investigation as is necessary to enable him or her to express an informed judgment as to whether or not such action is permitted by this Indenture; and (d) a statement as to whether or not, in the judgment of such person, such action is permitted by this Indenture and that all conditions precedent to such action have been complied with. With respect to matters of fact, an Opinion of Counsel may rely on an Officer’s Certificate or certificates of public officials. Notwithstanding anything to the contrary in this Section 17.05, if any provision in this Indenture specifically provides that the Trustee shall or may receive an Opinion of Counsel in connection with any action to be taken by the Trustee or the Company hereunder, the Trustee shall be entitled to, or entitled to request, such Opinion of Counsel.

  • Compliance Certificates and Opinions (a) Upon any application or demand by the Company to the Trustee to take any action under any of the provisions of this Indenture, the Company, shall furnish to the Trustee an Officers' Certificate stating that all conditions precedent provided for in this Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or demand, no additional certificate or opinion need be furnished. (b) Each certificate or opinion provided for in this Indenture and delivered to the Trustee with respect to compliance with a condition or covenant in this Indenture shall include (1) a statement that the Person making such certificate or opinion has read such covenant or condition; (2) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based; (3) a statement that, in the opinion of such Person, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition has been complied with; and (4) a statement as to whether or not, in the opinion of such Person, such condition or covenant has been complied with.