Compliance Certificate

Compliance Certificate. Is attached as EXHIBIT "B".

Compliance Certificate. Shall mean a compliance certificate as described in Section 5.08(e) of the Existing Credit Agreement, the form of which is more particularly described on 'Exhibit D', affixed to the First Amendment and by this reference incorporated herein and made a part hereof, which revised Exhibit D shall fully supersede and restate Exhibit D attached to the Existing Credit Agreement.

Compliance Certificate. That certain certificate in the form attached hereto as Exhibit C.

Compliance Certificate. Is attached as EXHIBIT B.

Compliance Certificate. Shall mean a compliance certificate as described in Section 5.08(a)(v) substantially in the form of "Exhibit F", affixed to the First Amendment and by this reference incorporated herein and made a part hereof, which shall fully restate and supersede the "Compliance Certificate" affixed as Exhibit F to the Existing Credit Agreement.

Compliance Certificate. Means a compliance certificate in substantially the form of Exhibit 1.1 hereto, with appropriate insertions, signed by the President or chief financial officer of the Borrower, showing the calculations necessary to determine compliance with this Agreement and stating that no Event of Default exists, or if any default exists, describing the nature thereof and any action the Borrower is taking or proposes to take with respect thereto.

Compliance Certificate. Shall mean a certificate of Borrower (executed by its President), certifying that (1) Borrower is in compliance with the provisions of this Agreement, (2) all representations and warranties of Borrower are true and correct as of the date of such certificate and (3) no Event of Default has occurred or no event has occurred that with the giving of notice, passage of time or happening of any further condition, event or act would constitute an Event of Default.

Compliance Certificate. Is attached as Exhibit C.

Compliance Certificate. The form of Compliance Certificate attached hereto as Exhibit A.

Compliance Certificate. The Company and the Guarantors will, except as otherwise provided in this Section 10.12, deliver to the Trustee, within 120 days after the end of each of their fiscal years ending after the date hereof, a written statement (such written statement, a "Compliance Certificate") signed by the chairman or a chief executive officer, the principal financial officer, principal accounting officer or Treasurer of the Company or such Guarantor (as applicable), stating (i) that a review of the activities... of the Company or such Guarantor (as applicable) during the preceding fiscal year has been made under the supervision of the signing officer with a view to determining whether the Company or such Guarantor (as applicable) has kept, observed, performed and fulfilled its obligations under this Indenture and (ii) that, to the knowledge of each officer signing such certificate, the Company or such Guarantor (as applicable) has kept, observed, performed and fulfilled each and every covenant and condition contained in this Indenture and is not in default in the performance or observance of any of the terms, provisions, conditions and covenants hereof (or, if a Default shall have occurred, describing all such Defaults of which such officers may have knowledge, their status and what action the Company or such Guarantor (as applicable) is taking or proposes to take with respect thereto). View More