Opinion Recipient definition

Opinion Recipient means the addressee or addressees of this letter and other persons who foreseeably may receive or rely on this letter or its contents.
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Opinion Recipient means GSCP, as a Lender and as the Administrative Agent, together with the other Lenders signatory to the Credit Agreement from time to time.
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Opinion Recipient means the person or persons to whom the Opinion ----------------- Letter is addressed. Other Agreements mean documents (other than the Documents) to which ---------------- Company is a party or by which Company is bound.
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Examples of Opinion Recipient in a sentence

  • An Opinion Letter speaks as of the date of its delivery, and Opinion Giver has no obligation to advise Opinion Recipient or anyone else of any matter of fact or law thereafter occurring, whether or not brought to the attention of Opinion Giver, even though that matter affects any analysis or conclusion in the Opinion Letter.

  • Opinion Recipient and designated principals of Opinion Recipient, if Opinion Recipient is identified in the Opinion Letter as an agent for designated principals, are the only persons entitled to rely upon any Opinion or confirmation of fact contained in the Opinion Letter, and then only for purposes of the Transaction.

  • Opinion Giver and Opinion Recipient may agree upon arbitrary or hypothetical assumptions that may not be true and upon qualifications, standards or interpretations inconsistent with these Interpretive Standards.

  • Name: Notary Public, WisconsinMy Commission: EXHIBIT 7.2(f) Opinion of SELLER’s Counsel [Name and Address of Seller of Opinion Recipient] Ladies and Gentlemen: We have acted as special counsel to [Seller], a Wisconsin [corporation/municipality/cooperative] acting as an electric utility (“SELLER”), in connection with the preparation of that Asset Purchase Agreement (“Agreement”) executed as of , 2013 between Seller and American Transmission Company LLC, a Wisconsin limited liability company.

  • Opinion Letter: the document setting forth the Opinion that is delivered to and accepted by the Opinion Recipient.

  • Opinion Recipient: the addressee or addressees of the Opinion Letter.

  • We have no obligation and do not undertake to advise any Opinion Recipient (or any third party) of changes of law or fact that occur after the date of this letter, even though the change may affect the legal analysis, a legal conclusion or an informational confirmation in this letter.

  • The copies of the By-laws of each of the Loan Parties in the versions attached to the certificate issued by the Secretary of the relevant Loan Party to the Opinion Recipient at the closing are accurate and complete and represent the terms of the Bylaws of the relevant Loan Party as constituted at all times since prior to the adoption of the initial resolutions authorizing the transactions specified in the Transaction Agreements.

  • Subject to the foregoing, the obligations and/or covenants in this Lease to be performed by the Lessor shall be binding only upon the transferee or assignee.

  • The copies of the Certificates of Incorporation, as amended, of the Loan Parties (herein called the "Charters") in the versions certified by the responsible governmental office in the state of incorporation of the relevant Loan Party and delivered to the Opinion Recipient in connection with the closing are accurate and complete and represent the terms of the Charters as constituted at all times since the date of the latest amendment thereto indicated in that certificate.


More Definitions of Opinion Recipient

Opinion Recipient means the person or persons to whom the Opinion Letter is addressed. OTHER AGREEMENTS mean documents (other than the Documents) to which Company is a party or by which Company is bound.
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Opinion Recipient means the person or persons to whom the Opinion Letter is addressed.
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Opinion Recipient means the person or persons to whom the legal opinion letter is addressed.
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Opinion Recipient means JPMCB, as a Lender and as the Administrative Agent, together with the other Lenders signatory to the Credit Agreement from time to time.
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Related to Opinion Recipient

  • 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.

  • Opinion of Independent Counsel means a written opinion of legal counsel issued by someone who is not an employee or consultant of Parent, the Company or any Guarantor and who shall be acceptable to the Trustee.

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

  • Independent provider means a self-employed person who provides services for which he or she must be certified in accordance with rule 5123:2-2-01 of the Administrative Code and does not employ, either directly or through contract, anyone else to provide the services.

  • Independent Tax Counsel means a lawyer, a certified public accountant with a nationally recognized accounting firm, or a compensation consultant with a nationally recognized actuarial and benefits consulting firm with expertise in the area of executive compensation tax law, who shall be selected by the Employer and shall be reasonably acceptable to the Executive, and whose fees and disbursements shall be paid by the Employer.

  • Auditor means the person for the time being performing the duties of auditor of the Company (if any).

  • Independent Third Party means any Person who, immediately prior to a contemplated transaction, does not own in excess of 5% of the Company’s Common Units on a fully-diluted basis (a “5% Owner”), who is not controlling, controlled by or under common control with any such 5% Owner and who is not the spouse or descendant (by birth or adoption) of any such 5% Owner or a trust for the benefit of such 5% Owner and/or such other Persons.

  • Independent professional advice means advice of an attorney, certified public accountant, actuary, or other licensed professional adviser.

  • Professional Engineer or Professional Certificated Engineer means a person holding registration as either a Professional Engineer or Professional Certificated Engineer in terms of the Engineering Profession Act, 2000 (Act No. 46 of 2000);

  • Independent Certificate means a certificate or opinion to be delivered to the Indenture Trustee under the circumstances described in, and otherwise complying with, the applicable requirements of Section 11.1 of the Indenture, made by an independent appraiser or other expert appointed by an Issuer Order, and such opinion or certificate shall state that the signer has read the definition of “Independent” in this Appendix A and that the signer is Independent within the meaning thereof.

  • Opinion of Counsel means a written opinion from legal counsel who is acceptable to the Trustee. The counsel may be an employee of or counsel to the Company or the Trustee.

  • Relying Party means an individual or entity that acts in reliance on a Certificate or digital signature associated with a Certificate.

  • Privileged Information Exception With respect to any Privileged Information, at any time (a) such Privileged Information becomes generally available and known to the public other than as a result of a disclosure directly or indirectly by the party restricted from disclosing such Privileged Information (the “Restricted Party”), (b) it is reasonable and necessary for the Restricted Party to disclose such Privileged Information in working with legal counsel, auditors, taxing authorities or other governmental agencies, (c) such Privileged Information was already known to such Restricted Party and not otherwise subject to a confidentiality obligation and/or (d) the Restricted Party is (in the case of the Master Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator, any affected Serviced Companion Loan Holder, the Trustee and the Asset Representations Reviewer, as evidenced by an Officer’s Certificate (which shall include a certification that it is based on the advice of counsel) delivered to each of the Master Servicer, the Special Servicer, the applicable Directing Holder, the applicable Consulting Parties, the Operating Advisor, the Certificate Administrator, the Trustee and the Asset Representations Reviewer) required by law, rule, regulation, order, judgment or decree to disclose such information.

  • Independent Auditor has the meaning specified in subsection 7.01(a).

  • Expert Advisor means a mechanical online trading system designed to automate trading activities on an electronic trading platform such as the Company’s Trading Platform. It can be programmed to alert the Client of a trading opportunity and can also trade his Trading Account automatically managing all aspects of trading operations from sending orders directly to the Trading Platform to automatically adjusting stop loss, Trailing Stops and take profit levels.

  • professional body means a body of, or representing,

  • Accountant means the independent certified public accountant or independent certified public accounting firm retained by the Issuer to perform the duties of the Accountant under this Master Indenture.

  • Tax Advisor means a United States tax counsel or accountant of recognized national standing.

  • Opinion means an opinion from Company’s independent legal counsel, in the form attached as Exhibit E or in such other form agreed upon by the parties, to be delivered in connection with the Commitment Closing and any Tranche Closing.

  • Independent Financial Consultant means a financial consultant or firm of such consultants generally recognized to be well qualified in the financial consulting field, appointed and paid by the District, who, or each of whom:

  • 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.

  • Nondisqualification Opinion An Opinion of Counsel, prepared at the Trust’s expense and payable from the Collection Account, that a contemplated action will not cause (i) either the Lower-Tier REMIC or the Upper-Tier REMIC to fail to qualify as a REMIC or (ii) a “prohibited transaction” or “prohibited contributions” tax to be imposed on either the Lower-Tier REMIC or the Upper-Tier REMIC at any time that any Certificates are outstanding.

  • Tax Counsel shall have the meaning set forth in Section 6.2 hereof.

  • Tax Administrator means the individual charged with direct responsibility for administration of an income tax levied by a municipal corporation in accordance with this chapter, and also includes the following:

  • Independent Advisor means a reputable accounting, appraisal or nationally recognized investment banking, engineering or consulting firm (a) which does not, and whose directors, officers and employees or Affiliates do not, have a direct or indirect material financial interest in the Company and (b) which, in the judgment of the Board of Directors of the Company, is otherwise disinterested, independent and qualified to perform the task for which it is to be engaged.

  • Accountant's Certificate means an opinion signed by an independent certified public accountant or firm of certified public accountants (which may be the Accountants) from time to time selected by the Issuer.