Opinion of Counsel Sample Clauses
The Opinion of Counsel clause requires one party to provide a formal legal opinion from a qualified attorney regarding specific legal matters related to the agreement. Typically, this opinion may address the enforceability of the contract, the authority of the parties to enter into the agreement, or compliance with applicable laws. By requiring an independent legal assessment, this clause helps ensure that all parties are aware of potential legal risks and that the agreement is valid and enforceable, thereby reducing uncertainty and protecting the interests of the parties involved.
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Opinion of Counsel. The Indenture Trustee shall receive at least seven days prior written notice when requested by the Issuer to take any action pursuant to Section 8.04(b), accompanied by copies of any instruments involved, and the Indenture Trustee shall also require, as a condition to such action, an Opinion of Counsel, in form and substance satisfactory to the Indenture Trustee, stating the legal effect of any such action, outlining the steps required to complete the same, and concluding that all conditions precedent to the taking of such action have been complied with and such action will not materially and adversely impair the security for the Notes or the rights of the Noteholders in contravention of the provisions of this Indenture; provided, however, that such Opinion of Counsel shall not be required to express an opinion as to the fair value of the Trust Estate. Counsel rendering any such opinion may rely, without independent investigation, on the accuracy and validity of any certificate or other instrument delivered to the Indenture Trustee in connection with any such action.
Opinion of Counsel. The Company will obtain for the Investor, at the Company's expense, any and all opinions of counsel which may be reasonably required in order to sell the securities issuable hereunder without restriction.
Opinion of Counsel. The Agent shall have received an opinion addressed to the Lenders and the Agent and dated as of the Closing Date from counsel to the Borrower and each Guarantor in form and substance reasonably satisfactory to the Agent.
Opinion of Counsel. Investor shall receive an opinion letter from counsel to the Company on the date hereof.
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance Notice, the Investor shall have received an opinion letter from counsel to the Company in form and substance reasonably satisfactory to the Investor.
Opinion of Counsel. Receipt by the Administrative Agent of an opinion, or opinions, satisfactory in form and content to the Administrative Agent and the Lenders, addressed to the Administrative Agent and each of the Lenders and dated as of the Closing Date, substantially in the form of Exhibit 6.1(f), from McGuireWoods LLP, legal counsel to the Borrowers.
Opinion of Counsel. The Indenture Trustee shall receive at least seven (7) days’ notice when requested by the Issuer to take any action pursuant to Section 8.4(a), accompanied by copies of any instruments involved, and the Indenture Trustee shall also require, except in connection with any action contemplated by Section 8.4(b), as a condition to such action, an Opinion of Counsel, addressed to the Indenture Trustee, stating the legal effect of any such action, outlining the steps required to complete such action, and concluding that all conditions precedent to the taking of such action have been complied with and such action will not materially and adversely impair the security for the Notes or the rights of the Noteholders in contravention of the provisions of this Indenture; provided, however, that such Opinion of Counsel shall not be required to express an opinion as to the fair value of the Trust Estate. Counsel rendering any such opinion may rely, without independent investigation, on the accuracy and validity of any certificate or other instrument delivered to the Indenture Trustee in connection with any such action.
Opinion of Counsel. Unless otherwise specified in a Series ------------------- Supplement, an Opinion of Counsel, portions of which may be delivered by counsel for the Note Issuer, portions of which may be delivered by counsel for the Seller and the Servicer, and portions of which may be delivered by counsel for the Trust, dated the Series Issuance Date, to the collective effect that:
(a) the Indenture has been duly qualified under the Trust Indenture Act and either the Series Supplement has been duly qualified under the Trust Indenture Act or no such qualification of the Series Supplement is necessary;
(b) all instruments furnished to the Note Trustee conform to the requirements of this Indenture and constitute all the documents required to be delivered hereunder for the Note Trustee to authenticate and deliver the Notes applied for, and all conditions precedent provided for in this Indenture relating to the authentication and delivery of the Notes have been complied with;
(c) the Note Issuer has the power and authority to execute and deliver the Series Supplement and this Indenture and to issue the Notes, and each of the Series Supplement and this Indenture, and the Notes have been duly authorized and the Note Issuer is duly organized and in good standing under the laws of the jurisdiction of its organization;
(d) the Series Supplement and the Indenture have been duly authorized, executed and delivered by the Note Issuer;
(e) the Notes applied for have been duly authorized and executed and, when authenticated in accordance with the provisions of the Indenture and delivered, will constitute valid and binding obligations of the Note Issuer entitled to the benefits of the Indenture and the related Series Supplement;
(f) this Indenture, the Sale Agreement or the Subsequent Sale Agreement, as applicable, the Servicing Agreement and the related Series Supplement are valid and binding agreements of the Note Issuer, enforceable in accordance with their respective terms, except as such enforceability may be subject to bankruptcy, insolvency, reorganization and other similar laws affecting the rights of creditors generally and general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law);
(g) to the extent that the provisions of Section 843 of the PU Code apply to the grant of a security interest by the Note Issuer in the Collateral pursuant to this Indenture, then upon the giving of value by the Note Trustee to the Note Is...
Opinion of Counsel. The Purchasers shall have received an opinion of counsel to the Company, dated the date of such Closing, substantially in the form of Exhibit E hereto, with such exceptions and limitations as shall be reasonably acceptable to counsel to the Purchasers.
Opinion of Counsel. 48 ARTICLE IX
