Counsel to the Borrower definition

Counsel to the Borrower means Osier, Hoskin & Harcourt LLP or such other firm of legal coxmsel as the Borrower and any Guarantor may firom time to time designate with the approval of the Lenders, such approval not to be unreasonably withheld;
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Counsel to the Borrower means Fulbright & Xxxxxxxx L.L.P.
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Counsel to the Borrower means Gowling Lafleur Henderson LLP or such other firm of legal counsel xx xxx Bxxxxxxx may from time to time designate with the approval of the Administrative Agent, such approval not to be unreasonably withheld;
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Examples of Counsel to the Borrower in a sentence

  • Counsel to the Borrower shall have furnished an opinion substantially as to each of the matters listed in Annex E attached hereto.

  • Xxxxxxx, Esq., General Counsel to the Borrower, covering such matters relating to the Borrower and this Agreement as the Administrative Agent shall reasonably request (and the Borrower hereby instructs such counsel to deliver such opinion to the Lenders and the Administrative Agent).

  • Legal Advisor to the Authority must receive such legal opinions (including an enforceability opinion of Counsel to the Borrower), certificates and other proceedings as are necessary and advisable to evidence compliance by the Borrower and the Underwriter or any other purchaser of the Bonds with the Authority’s policies and procedures and applicable federal and state laws.

  • Whenever children’s worship or church school is in session, the worship center or classroom door must allow for an unobstructed view of the room.

  • Xxxxxx, General Counsel to the Borrower, Cravath, Swaine & Xxxxx LLP, special counsel to the Borrower, Xxxxxxxx Xxxxxxxx Xxxxx & Xxxxx LLP, Pennsylvania counsel to the Borrower, and Drinker Xxxxxx & Xxxxx LLP, New Jersey counsel to the Borrower, each addressed to the Administrative Agent and the Lenders with respect to the Credit Parties, the Loan Documents and such other matters as the Lenders shall reasonably request.

  • The Administrative Agent shall have received a favorable written opinion (addressed to the Administrative Agent and the Lenders and dated the First Amendment and Restatement Effective Date) of Xxxxx Xxxxx LLP, special New York Counsel to the Borrower, covering such matters relating to the Borrower and this Agreement as the Administrative Agent shall reasonably request (and the Borrower hereby instructs such counsel to deliver such opinion to the Lenders and the Administrative Agent).

  • The Lender will receive the Opinion of Counsel to the Borrower that the representations and warranties are true and accurate on and as of the closing date and the conditions of the Loan have been duly satisfied as of the closing date.

  • Counsel to the Borrower shall have rendered to the TIFIA Lender legal opinions satisfactory to the TIFIA Lender in its sole discretion (including those opinions set forth on Exhibit H-1) and bond counsel to the Borrower shall have rendered to the TIFIA Lender legal opinions satisfactory to the TIFIA Lender in its sole discretion (including those opinions set forth on Exhibit H-2).

  • Xxxxxx, General Counsel to the Borrower, in form reasonably acceptable to each Initial Lender.

  • Xxxxxxxxxx, Esquire, General Counsel to the Borrower and the Guarantors, substantially in the form of Exhibit E hereto.


More Definitions of Counsel to the Borrower

Counsel to the Borrower means Osler, Hoskin & Harcourt LLP or such otxxx firm of legal counsel as the Borrower may from time to time designate with the approval of the Administrative Agent, such approval not to be unreasonably withheld;
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Counsel to the Borrower means XxXxxxxx Xxxxxxxx LLP, Toronto, Ontario or such other firm of legal counsel as the Borrower may from time to time designate with the approval of the Lender, such approval not to be unreasonably withheld;
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Related to Counsel to the Borrower

  • Initial Borrower has the meaning set forth in the preamble hereto.

  • The Borrower has advised the Banks that the Borrower has entered into an Agreement and Plan of Merger and Reorganization, dated as of February 10, 2000 (the "Merger Agreement"), among the Borrower, Opticare Health Systems, Inc. (the "Parent"), and OC Acquisition Corp., a wholly-owned subsidiary of the Parent ("Merger Sub"), pursuant to which the parties intend to merge Merger Sub with and into the Borrower subject to the terms and conditions thereof which include, among other things, restructuring the Obligations owing to the Banks on terms and conditions mutually agreed upon by the Borrower and the Banks. While the Borrower and the Banks have initiated discussions and due diligence concerning the Merger and any proposed restructuring of the Obligations, the Borrower acknowledges that the Banks have not consented to the Merger nor have the Banks agreed to any terms and conditions relating to any restructuring of the Obligations. In the meantime, however, the Borrower intends to continue to sell the remaining physician practice management groups operated by the Borrower and its Subsidiaries (collectively being referred to herein as the "PPM Businesses") and use a portion of the proceeds from the sale of the PPM Businesses to meet its reasonable and necessary operating expenses. To afford the Borrower an opportunity to proceed with the transactions described above, the Borrower has requested that (i) the Banks extend the temporary waiver period provided for in Sections 2.1 and 2.2 of that certain Seventh Amendment and Waiver to Credit Agreement dated as of December 10, 1999, among the Borrower, the Banks, and the Agent (the "Seventh Amendment") (as further amended, in part, by a December 30, 1999, letter agreement, a February 29, 2000, letter agreement, a March 24, 2000, letter agreement, an April 14, 2000, letter agreement, a May 5, 2000, letter agreement, and a May 19, 2000, letter agreement, in each case between the Borrower, the Banks and the Agent) and, in addition, that the Banks temporarily waive any non-compliance by the Borrower as of December 31, 1999, and as of March 31, 2000, with Sections 8.8 (Total Funded Debt/Adjusted EBITDA Ratio), 8.10 (Interest Coverage Ratio), and 8.11 (Debt Service Coverage Ratio) of the Credit Agreement and the Borrower's non-compliance with Section 8.5(b) of the Credit Agreement with respect to the timely delivery of the Borrower's March 31, 2000, financial statements, in each case to the earlier of June 9, 2000, or the termination of the Merger Agreement pursuant to its terms (the earlier of such dates being referred to herein as the "Waiver Termination Date"), (ii) Bank of Montreal extend the Bridge Loan Period from June 2, 2000, to the Waiver Termination Date, and (iii) postpone the due date for the payment of principal, interest and unused commitment fees otherwise due on or before June 2, 2000, to the Waiver Termination Date. By signing below, the Banks (including Bank of Montreal with respect to the Bridge Loan Commitment) hereby agree to extend the waiver period provided in Sections 2.1 and 2.2 of the Seventh Amendment from June 2, 2000, to the Waiver Termination Date, temporarily waive any non-compliance by the Borrower as of December 31, 1999, and March 31, 2000, with Sections 8.8 (Total Funded Debt/Adjusted EBITDA Ratio), 8.10 (Interest Coverage Ratio), and 8.11 (Debt Service Coverage Ratio) of the Credit Agreement and the Borrower's non-compliance with Section 8.5(b) of the Credit Agreement with respect to the timely delivery of the Borrower's March 31, 2000, financial statements through the period ending on the Waiver Termination Date, agree to extend the Bridge Loan Period to the Waiver Termination Date, and agree to postpone the due date for the payment of principal, interest, and unused commitment fees otherwise due on or before June 2, 2000, to the Waiver Termination Date, provided that:

  • Authorized Borrower Representative means a person at the time designated and authorized to act on behalf of the Borrower by a written certificate furnished to the Governmental Lender, the Funding Lender, the Fiscal Agent and the Servicer and containing the specimen signature of such person and signed on behalf of the Borrower by its Borrower Controlling Entity which certificate may designate one or more alternates.

  • Original Borrower means, as the context requires, any of them;

  • Lead Borrower has the meaning assigned to such term in the preamble of this Agreement.

  • Co-Borrower shall have the meaning assigned to such term in the introductory paragraph of this Agreement.

  • Borrower as defined in the preamble hereto.

  • Additional Borrower means a company which becomes an Additional Borrower in accordance with Clause 24 (Changes to the Obligors).

  • Designated Borrower has the meaning specified in the introductory paragraph hereto.

  • Account Party has the meaning specified therefor in Section 2.11(h) of this Agreement.

  • Parent Borrower as defined in the preamble hereto.

  • Initial Lender has the meaning specified in the recital of parties to this Agreement.

  • Designated Borrower Notice has the meaning specified in Section 2.14.

  • means Borrower s forecasted consolidated and consolidating: (a) balance sheets; (b) profit and loss statements; (c) cash flow statements; and (d) capitalization statements, all prepared on a Subsidiary by Subsidiary or division-by-division basis, if applicable, and otherwise consistent with the historical Financial Statements of the Borrower, together with appropriate supporting details and a statement of underlying assumptions.

  • Qualified borrower means any borrower that is a sponsoring entity that has a controlling interest in the real property that is financed by a qualified loan. A controlling interest includes, but is not limited to, a controlling interest in the general partner of a limited partnership that owns the real property.

  • International Borrower In connection with any Mortgage Loan, a borrower who is (a) a United States citizen employed in a foreign country, (b) a non-permanent resident alien employed in the United States or (c) a citizen of a country other than the United States with income derived from sources outside the United States.

  • Borrower Representative has the meaning assigned to such term in Section 11.01.

  • Borrower Related Party As defined in Section 3.33 of this Agreement.

  • Permitted Parent means (a) any Parent Entity that at the time it became a Parent Entity was a Permitted Holder pursuant to clauses (1), (2) and (3) of the definition thereof; provided that such Parent Entity was not formed in connection with, or in contemplation of, a transaction (other than the Transactions) that would otherwise constitute a Change in Control and (b) Holdings, so long as it is controlled by one or more Persons that are Permitted Holders pursuant to clause (1), (2), (3) or (4) of the definition thereof.

  • Holdings as defined in the preamble hereto.

  • Parent means a “parent corporation,” whether now or hereafter existing, as defined in Section 424(e) of the Code.

  • MCC means Motor Control Centre;

  • Funding Borrower shall have the meaning set forth in Section 20.12 hereof.

  • Domestic Borrower means the Company and each Designated Borrower that is a Domestic Subsidiary.

  • Borrower Affiliate shall have the meaning set forth in the Lead Securitization Servicing Agreement; provided that in the event that any Non-Lead Note is securitized in a Securitization, the term “Borrower Affiliate” as used in the definitions of “Non-Lead Note Holder” and “Non-Lead Note Holder Representative” shall refer to a “Borrower Affiliate” as defined in the related Non-Lead Securitization Servicing Agreement or such other analogous term used in the related Non-Lead Securitization Servicing Agreement.

  • Lender Parent means, with respect to any Lender, any Person as to which such Lender is, directly or indirectly, a subsidiary.