Tax Matters Certificate definition

Tax Matters Certificate. The Class R Certificate initially issued to ContiFunding Corporation as the initial Tax Matters Person.
Tax Matters Certificate. The Certificate representing the Tax Matters Person Residual Interest, initially issued to the Trustee as the initial Tax Matters Person.
Tax Matters Certificate. The Residual Certificate initially issued to ContiFunding Corporation as the initial Tax Matters Person for each REMIC.

Examples of Tax Matters Certificate in a sentence

  • The statements set forth in the BRE Tax Matters Certificate shall be true, complete and correct as of the date such certificate is delivered to Xxxxxx & Xxxxxxx and will continue to be true through the date of the Distribution.

  • Without reliance on the Tax Matters Certificate, we would not render this opinion.

  • The statements set forth in the VelocityHSI Tax Matters Certificate shall be true, complete and correct as of the date such certificate is delivered to Xxxxxx & Xxxxxxx and will continue to be true through the date of the Distribution.

  • In rendering such opinions, such firms may receive and rely upon representations contained in certificates of the Grace, Fresenius AG, Newco and others, including, without limitation, the Grace Tax Matters Certificate and the Fresenius AG Tax Matters Certificate.

  • In rendering such opinion, such firm may receive and rely upon representations contained in certificates of Grace, Merger Sub and Sealed Air and others, including, without limitation, the Grace Tax Matters Certificate and the Sealed Air Tax Matters Certificate.

  • At the Effective Time, the representations set forth in the numbered paragraphs of the form of Tax Matters Certificate of Grace attached hereto as Exhibit G (the "Grace Tax Matters Certificate") will be true and correct in all respects, and such representations are hereby incorporated herein by reference with the same effect as if set forth herein in their entirety.

  • Exhibit B - Tax Matters Certificate of Title dated November 4, 1999.

  • Exhibit B - Tax Matters Certificate of Rock dated November 4, 1999.

  • At the Effective time, the representations set forth in the numbered paragraphs of the form of Tax Matters Certificate of Fresenius AG attached hereto as Exhibit G (the "Fresenius AG Tax Matters Certificate") will be true and correct in all respects, and such representations are hereby incorporated herein by reference with the same effect as if set forth herein in their entirety.

  • Furthermore, we have examined that certain PhyCor Tax Matters Certificate, dated as of the date hereof, (the "PhyCor Tax Certificate"), that certain Carewise Tax Matters Certificate, dated as of the date hereof, (the "Carewise Tax Certificate") and the representations of certain stockholders contained in those Stockholders Representation Letters regarding the Merger from certain significant CareWise stockholders to Perkins Coie LLP (the "Stockholder Representation Letters").


More Definitions of Tax Matters Certificate

Tax Matters Certificate. The Class R Certificate, initially issued to The Bank of New York as the initial Tax Matters Person.
Tax Matters Certificate. Together, the Class R-1 Certificate and the Class R-2 Certificate initially issued to WMC Mortgage Corp. as the initial Tax Matters Person.
Tax Matters Certificate means, with respect to one or all series of Tax Exempt Notes, the applicable Corporation Certificate or Certificates relating to arbitrage and other tax matters delivered in connection with the issuance of such series of Notes, as the same may be amended or supplemented in accordance with its or their terms.
Tax Matters Certificate. The Class R Certificate, representing a 0.001% Percentage Interest of such Class of Certificates, initially issued to Norwest Bank Minnesota, National Association as the initial Tax Matters Person.
Tax Matters Certificate. The Class R Certificate, representing a 0.001% Percentage Interest of such Class of Certificates, initially issued to_______________ _______________ as the initial Tax Matters Person.
Tax Matters Certificate. Each of the Class R-I and Class R Certificates initially issued to ContiFunding Corporation as the initial Tax Matters Person.

Related to Tax Matters Certificate

  • Engineers' Certificate means a certificate of the Consulting Engineers or of such other engineer or firm of engineers having a favorable repute for skill and experience in the engineering matters with respect to which such certification is required by this Master Indenture.

  • Officers’ Certificates means, with respect to any Person, a certificate signed by two Authorized Officers of such Person. Any Officers’ Certificate delivered with respect to compliance with a condition or covenant providing for it in this Declaration shall include:

  • Monthly Servicer’s Certificate is defined in Section 3.01(b)(i) of the Servicing Agreement.

  • Servicer’s Certificate means an Officers’ Certificate of the Servicer delivered pursuant to Section 4.9, substantially in the form of Exhibit A.

  • Officer’s Certificate A certificate signed by the Chairman of the Board, Vice Chairman of the Board, President or a Vice President and by the Treasurer, the Secretary or one of the Assistant Treasurers or Assistant Secretaries, or any other duly authorized officer of the Depositor or the Servicer, as the case may be, and delivered to the Trustee.

  • Guarantor’s Officers’ Certificate means, with respect to any Guarantor, a certificate signed by any two of the following: a Chairman of the Board, a Chief Executive Officer, a President, a Vice President, a Treasurer, an Assistant Treasurer, a Secretary or an Assistant Secretary of such Guarantor, or any other officer or officers of such Guarantor designated in a writing by or pursuant to authority of such Guarantor’s Board of Directors and delivered to the Trustee from time to time.

  • Exchange Rate Officer’s Certificate means a certificate setting forth (i) the applicable Market Exchange Rate or the applicable bid quotation and (ii) the Dollar or Foreign Currency amounts of principal (and premium, if any) and interest, if any (on an aggregate basis and on the basis of a Security having the lowest denomination principal amount determined in accordance with Section 302 in the relevant Currency), payable with respect to a Security of any series on the basis of such Market Exchange Rate or the applicable bid quotation signed by the Chief Financial Officer or any Vice President of the Company.

  • Officer’s Compliance Certificate means a certificate of the chief financial officer or the treasurer of the Borrower substantially in the form attached as Exhibit F.

  • Class S Certificate Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating Agent in substantially the form set forth in Exhibit A-18 hereto and evidencing an undivided beneficial interest in the Class S Specific Grantor Trust Assets. The Class S Certificates have no Pass-Through Rate, Certificate Balance or Notional Amount.

  • Class A-S Certificate Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating Agent in substantially the form set forth in Exhibit A-8 hereto.

  • Tax Clearance Certificate means a tax clearance certificate issued by the South African Revenue Services (SARS) confirming that the natural or juristic person is a registered tax payer.

  • Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.

  • 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.

  • Servicing Report has the meaning assigned to that term in Section 6.08(b).

  • Tax Certificate means the Federal Tax Certificate executed and delivered by the City on the Date of Original Issue of any Bond issued as a Tax-Exempt Bond, as the same may be amended or supplemented in accordance with its provisions.

  • Tax Compliance Certificate as defined in Section 5.9.2(b)(iii).

  • Opinion of Independent Counsel means a written opinion of counsel which is issued by a Person who is not an employee, director or consultant (other than non-employee legal counsel) of the Company or any Guarantor and who shall be acceptable to the Trustee, and which opinion shall be in form and substance reasonably satisfactory to the Trustee.

  • Interim Payment Certificate means a payment certificate issued under Clause 14 [Contract Price and Payment], other than the Final Payment Certificate.

  • Record Date Period means the period from the close of business of any Regular Record Date next preceding any Interest Payment Date to the opening of business on such Interest Payment Date.

  • Buyer Certificate means a certificate to the effect that each of the conditions specified in clauses (a) through (c) (insofar as clause (c) relates to Legal Proceedings involving the Buyer) of Section 5.2 is satisfied in all respects.

  • Certificate of a Firm of Independent Public Accountants means a certificate signed by an independent public accountant or a firm of independent public accountants who may be the independent public accountants regularly retained by the Company or who may be other independent public accountants. Such accountant or firm shall be entitled to rely upon an Opinion of Counsel as to the interpretation of any legal matters relating to such certificate.

  • Statement of Objections has the meaning set forth in Section 2.04(c)(ii).

  • Servicer’s Report means any report of the Servicer delivered pursuant to Section 3.1(a) of the Administration Agreement, substantially in the form acceptable to the Administrator.

  • MERS Report The report from the MERS System listing MERS Designated Mortgage Loans and other information.