REMIC Opinion Sample Clauses

REMIC Opinion. An Opinion of Counsel stating that, under the REMIC Provisions, any contemplated action will not cause REMIC I or REMIC II to fail to qualify as a REMIC or result in the imposition of a tax upon the Trust Fund (including but not limited to the tax on prohibited transactions as defined in Section 860F(a)(2) of the Code and the tax on contributions to a REMIC set forth in Section 860G(d) of the Code).
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REMIC Opinion. An Opinion of Independent Counsel, to the effect that the proposed action described therein would not, under the REMIC Provisions, (i) cause any REMIC to fail to qualify as a REMIC while any regular interest in such REMIC is outstanding, (ii) result in a tax on prohibited transactions with respect to any REMIC or (iii) constitute a taxable contribution to any REMIC after the Startup Day.
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REMIC Opinion. An Opinion of Independent Counsel, to the effect that the proposed action described therein would not, under the REMIC Provisions, (i) cause any 2006-AR1 REMIC to fail to qualify as a REMIC while any regular interest in such 2006-AR1 REMIC is outstanding, (ii) result in a tax on prohibited transactions with respect to any 2006-AR1 REMIC or (iii) constitute a taxable contribution to any 2006-AR1 REMIC after the Startup Day.
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REMIC Opinion. The Trustee and the Securities Administrator may, but shall not be obligated to, enter into any such amendment which affects the Trustee's or the Securities Administrator's own respective rights, duties or immunities under this Agreement.
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REMIC Opinion. An Opinion of Counsel to the effect that a contemplated action will neither adversely affect the status as a REMIC of any REMIC created hereunder nor subject any such REMIC to any tax under the REMIC Provisions.
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REMIC Opinion. All of the factual assumptions contained in that certain REMIC opinion letter dated October _____, 2007 issued by Lender's counsel in connection with the closing of the Requested Actions have been and continue to be true and correct in all material respects.
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REMIC Opinion. 0000 Xxxxxx Xxxxxx A portion of the Mortgaged Property will be subdivided and transferred to a new owner. The release conditions will include, among others, (i) receipt of all subdivision approvals, (ii) the -------------------------------------------------------------------------------- CONTROL NUMBER PROPERTY ISSUE -------------------------------------------------------------------------------- remainder of the property securing the Mortgage Loan being left in compliance with all applicable zoning laws, (iii) an endorsement to title policy, (iv) the creation of any necessary utility easements, (v) REMIC and legal Opinions, (vi) an LTV of not greater than 80% after the release and (vi) the delivery of all consents required under the ground lease. -------------------------------------------------------------------------------- EXCEPTION TO REPRESENTATION (XXXI): QUALIFICATIONS, LICENSING, ZONING. -------------------------------------------------------------------------------- Hillcrest Estate Apartments Certificates of occupancy have not Summit Ridge Apartments been obtained for any of the Park Place properties constituting the Mortgaged Property. The properties were developed before certificates of occupancy or use were required. Any losses, costs or expenses incurred by the mortgagee as a result of the lack of certificates of occupancy are recourse to the Mortgagor. --------- -------------------------------- ------------------------------------- The Lodge Apartments The certificates of occupancy have not been obtained. Any losses, costs or expenses incurred by the mortgagee as a result of the lack of certificates of occupancy are recourse to the Mortgagor or the guarantor. --------- -------------------------------- ------------------------------------- West Hartford Portfolio The certificates of occupancy have not been obtained for most of the tenants at the Mortgaged Property. --------- -------------------------------- ------------------------------------- Xxx Xxxxx Portfolio The certificates of occupancy have not been obtained. --------- -------------------------------- ------------------------------------- Loch Raven Apartments The certificates of occupancy have not been obtained. The Mortgaged Property was developed before certificates of occupancy were required. The City of Baltimore has confirmed that the absence of a certificate of occupancy on file is not a violation. -------------------------------------------------------------------------------...
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Related to REMIC Opinion

  • REIT Opinion Parent shall have received a written opinion of Gxxxxxxxx Txxxxxx, LLP (or other counsel to Company reasonably acceptable to Parent), dated as of the Closing Date and in form and substance reasonably satisfactory to Parent, to the effect that, commencing with the Company’s taxable year ended December 31, 2009, the Company has been organized and operated in conformity with the requirements for qualification and taxation as a REIT under the Code and its actual method of operation has enabled the Company to meet, through the Effective Time, the requirements for qualification and taxation as a REIT under the Code. Such opinion will be subject to customary exceptions, assumptions and qualifications and based on customary representations contained in an officer’s certificate executed by the Company, provided that Parent is given a reasonable opportunity to review such representations and finds them reasonably acceptable.

  • Section 368 Opinion The Company shall have received a written opinion of Gxxxxxxxx Traurig, LLP (or other counsel to the Company reasonably satisfactory to Parent), dated as of the Closing Date and in form and substance reasonably satisfactory to the Company, to the effect that, on the basis of the facts, representations and assumptions set forth or referred to in such opinion, the Merger will qualify as a “reorganization” within the meaning of Section 368(a) of the Code. In rendering the opinion described in this Section 7.3(e), counsel shall be entitled to require and rely upon customary representations contained in certificates of officers of the Company and Parent, reasonably satisfactory in form and substance to the Company and Parent.

  • OPINION OF FUND'S INDEPENDENT ACCOUNTANT The Custodian shall take all reasonable action, as a Fund with respect to a Portfolio may from time to time request, to obtain from year to year favorable opinions from the Fund’s independent accountants with respect to its activities hereunder in connection with the preparation of the Fund’s Form N-1A or Form N-2, as applicable, and Form N-SAR or other annual reports to the SEC and with respect to any other requirements thereof.

  • Tax Opinion Xxxxxx Xxxxxx Xxxxxxxx LLP (or such other counsel satisfactory to the Representatives in their reasonable judgment), special tax counsel to the Depositor, will have furnished to the Representatives their written opinion, dated as of the Closing Date, in form and in substance satisfactory to the Representatives in their reasonable judgment, to the effect that:

  • Closing Date Opinion of Counsel On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form reasonably acceptable to the Representative.

  • Opinion of Counsel to Trustee The Trustee, subject to the provisions of Sections 5.01 and 5.02, shall receive an Opinion of Counsel, prepared in accordance with Section 10.05, as conclusive evidence that any such consolidation, merger, sale, lease or conveyance, and any such assumption, and any such liquidation or dissolution, complies with the applicable provisions of this Indenture.

  • Statements Required in Certificate and Opinion Each certificate and opinion with respect to compliance with a condition or covenant provided for in this Indenture shall include:

  • Officers' Certificate and Opinion of Counsel Any consolidation, merger, sale, lease or conveyance permitted under Section 801 is also subject to the condition that the Trustee receive an Officers' Certificate and an Opinion of Counsel to the effect that any such consolidation, merger, sale, lease or conveyance, and the assumption by any successor entity, complies with the provisions of this Article and that all conditions precedent herein provided for relating to such transaction have been complied with. ARTICLE NINE

  • Servicing Certificate Not later than each Determination Date, the Master Servicer shall deliver (a) to the Indenture Trustee, the data necessary to prepare the items below and the statement for Noteholders required to be prepared pursuant to Section 4.04 and (b) to the Indenture Trustee, the Owner Trustee, the Sponsor, the Depositor, the Paying Agent, the Credit Enhancer, and each Rating Agency a Servicing Certificate (in written form or the form of computer readable media or such other form as may be agreed to by the Indenture Trustee and the Master Servicer), together with an Officer's Certificate to the effect that the Servicing Certificate is correct in all material respects, stating the related Collection Period, Payment Date, the series number of the Notes, the date of this Agreement, and:

  • CFO Certificate On the date of this Agreement and on the First Closing Date or the applicable Option Closing Date, as the case may be, the Company shall have furnished to the Representatives a certificate, dated the respective dates of delivery thereof and addressed to the Underwriters, of its chief financial officer with respect to certain financial data contained in the Time of Sale Prospectus and the Prospectus, providing “management comfort” with respect to such information, in form and substance reasonably satisfactory to the Representatives.

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