Add Additional Loan Documents Sample Clauses


ADD ADDITIONAL LOAN DOCUMENTS. For purposes of rendering our opinion set forth herein, we have also examined originals or copies of corporate records, documents and instruments relating to the Borrowers and the Guarantor. In addition to the foregoing, we have also reviewed such other certificates, documents and instruments as necessary for us to render the opinions set forth herein.In such examination we have assumed the genuineness of all signatures (other than the Borrowers and Guarantor), the authenticity of all documents submitted to us as originals and the conformity with the original documents of all documents submitted to us as copies. As to factual matters we have, to the extent that relevant facts were not independently established by us, relied upon certificates of public officials and certificates or representations made in writing by officers or representatives of the Borrowers and Guarantor and the representations and warranties of the Borrowers and the Guarantor in the Loan Documents. We have no knowledge that any such certificates, representations or warranties are incorrect. We have also assumed the power, authority and legal right of all parties to the Loan Documents other than the Borrowers and the Guarantor to enter into and perform their respective obligations thereunder and the due authorization, execution and delivery of the Loan Documents by such parties. We have further assumed the validity and enforceability of the Loan Documents under all applicable laws other than the federal laws of the United States of America, the laws of the State of New York and the laws of the Republic of the Marshall Islands. With respect to the laws of the Republic of Panama, Gibraltar and of Bermuda, we have relied on the opinion of special Panamanian counsel, Patton, Moreno & Asvat, special Gibraltar counsel Massias & Partners and special Bermuda counsel, Conyers, Dill & Pearman.Based upon our examination of the foregoing, subject to the qualifications herein set forth, we are of the opinion that:1. Each Borrower is a company validly formed and duly existing under the Marshall Islands, is qualified to do business and own and operate its assets and is in good standing under the laws of the Marshall Islands.2. Each Borrower and Guarantor has all requisite power and authority, corporate or otherwise, to conduct its business, to own its assets and to execute and deliver, and to perform all of its obligations under the Loan Documents and the Security Documents to which it is a party.3. ...