Eastdil Opinions definition

Eastdil Opinions means the opinions of Eastdil described in the Eastdil Engagement Letter.
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Examples of Eastdil Opinions in a sentence

  • With the exception of reinsurance contracts in connection with employee pension funds, Schedule 7.16-A sets forth a complete and accurate list of all insurance policies relating to the assets, business, operations, employees or directors of the Company.

  • Sellers shaxx xxx their reasonable best efforts to obtain from Stanger the Stanger Opinions, xxx Xxlocatiox Xxxxysis and, if requested, the Appraisals, and to obtain from Eastdil the Eastdil Opinions, in each case on or prior to the date on which the Proxy Statements are mailed to the limited partners of the McNeil Partnerships in accordancx xxxx Section 7.1 hereof.

Related to Eastdil Opinions

  • Legal Opinions has the meaning given to that term in subsection 6.1(k)(ii) hereto;

  • Legal Opinion means any legal opinion delivered to the Agent under Clause 4.1 (Initial conditions precedent) or Clause 29 (Changes to the Obligors).

  • Fairness Opinions means, collectively, the opinion of the Financial Advisor and the opinion of the Independent Financial Advisor to the effect that, as of the date of such opinions, and subject to the assumptions, limitations and qualifications set forth therein, the Consideration to be received by the Company Shareholders (other than the Purchaser and/or its affiliates) pursuant to the Arrangement is fair, from a financial point of view, to the Company Shareholders (other than the Purchaser and/or its affiliates).

  • Favorable Opinion of Bond Counsel means an opinion of Bond Counsel addressed to the Issuer and the Trustee to the effect that the action proposed to be taken is authorized or permitted by the laws of the Commonwealth and this Indenture and will not, in and of itself, adversely affect any exclusion of interest on the Bonds from gross income of the owners thereof for federal income tax purposes.

  • Second opinion means an opportunity or requirement to obtain a clinical evaluation by a provider other than the one originally making a recommendation for a proposed health service to assess the clinical necessity and appropriateness of the initial proposed health service.

  • Representation Letters means the representation letters and any other materials (including, without limitation, a Ruling Request and any related supplemental submissions to the IRS) delivered or deliverable by, or on behalf of, Parent, SpinCo and others in connection with the rendering by Tax Advisors and/or the issuance by the IRS of the Tax Opinions/Rulings.

  • UCC Financing Statements means any financing statements required or permitted to be filed in accordance with the UCC.

  • UCC Financing Statement A financing statement filed, or to be filed, pursuant to the UCC.

  • Tax Opinions means the opinions of Tax Advisors deliverable to OFC in connection with the Transactions.

  • Placement Agent Agreement means that certain placement agent agreement dated as of the date hereof between the Company and the Placement Agent.

  • Special Counsel means one special counsel to the Holders, for which the Holders will be reimbursed by the Company pursuant to Section 4.

  • Financing Statements The meaning specified in Section 9-102(a)(39) of the UCC.

  • Non-Consolidation Opinion means that certain substantive non-consolidation opinion delivered to Lender in connection with the closing of the Loan.

  • Opinion of Bond Counsel means a written opinion of Bond Counsel.

  • Fiscal Agent Agreement As defined in Section 8.13.

  • Borrower’s Counsel means Xxxxxx Xxxx Philips & Xxxxxxxx XXX, Xxxxxxx, Xxxxxxx or such other firm of legal counsel as the Borrowers may from time to time designate;

  • Withdrawal Opinion of Counsel has the meaning assigned to such term in Section 11.1(b).

  • Agent’s Counsel means Xxxxxx Xxxxxx Xxxxxxx LLP;

  • Financing Statement means a record or records composed of an initial financing statement and any filed record relating to the initial financing statement.

  • Market Agent Agreement With respect to any Series, the agreement, if any, dated as of the Closing Date, between the Trustee and the Market Agent, the form of which will be attached to the related Supplement, and any similar agreement with a successor Market Agent, in each case as from time to time amended or supplemented. "Merrill Lynch & Co.": Merrill Lynch & Co., a Delaware corporation.

  • Mortgage Supporting Documents means, with respect to a Mortgage for a parcel of Real Property, each the following:

  • Seller’s Counsel has the meaning set forth in Section 10.13(a).

  • Representation Letter Letters to, or agreements with, the Depository to effectuate a book entry system with respect to the Class A Certificates registered in the Register under the nominee name of the Depository.

  • Investment Representation Letter As defined in Section 5.02(b).

  • Certified counselor means an individual who is certified by a training program or certifying organization, approved by the director, that authenticates the competence of individuals who provide education and assistance to other individuals in connection with debt counseling and financial counseling functions.