The Owner Participant definition

The Owner Participant has requested that we deliver this opinion to you pursuant to the Participation Agreement and we understand and agree that you may rely on the opinions expressed herein. Capitalized terms used herein without definition shall have the meanings set forth in Schedule II to the Participation Agreement. As such counsel, we have examined the Agreements and have examined and relied upon the representations and warranties as to factual matters contained therein and upon the originals or copies, certified to our satisfaction, of such records, documents and other instruments as we have deemed necessary or advisable for the purposes of rendering this opinion. In rendering the opinions expressed below, we have assumed that each of the Agreements has been duly authorized, executed and delivered by each of the parties thereto, that each such party is duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation or organization and has the requisite power and authority to execute, deliver and perform each Agreement to which it is a party, and, except as specifically addressed herein, that such execution and delivery did not, and such performance will not, breach, conflict with, or constitute a violation of, the laws or governmental rules or regulations of any jurisdiction. Based on and in reliance upon the foregoing, we are of the opinion that:
The Owner Participant has requested that we deliver this opinion to you pursuant to the Participation Agreement and we understand and agree that you may rely on the opinions expressed herein. Capitalized terms used herein without definition shall have the meanings set forth in Schedule II to the Participation Agreement. As such counsel, we have examined the Agreements and have examined and relied upon the representations and warranties as to factual matters contained therein and upon the originals or copies, certified to our satisfaction, of such records, documents and other instruments as we have deemed necessary or advisable for the purposes of rendering this opinion. Based on and in reliance upon the foregoing, we are of the opinion that:
The Owner Participant or its Affiliates in respect of equipment or facilities similar in nature to Clover Unit 1 or any part thereof or in any other electrical, steam, cogeneration or other energy or utility related equipment or facilities or the general business or other activities of the Owner Participant or Affiliates or the nature of any of the properties or assets from time to time owned, leased, operated, managed or otherwise used or made available for use by the Owner Participant or its Affiliates or (b) a failure of the Owner Participant to perform routine, administrative or ministerial actions the performance of which would not subject the Owner Participant to any adverse consequence (as determined by the Owner Participant, in its sole discretion acting in good faith); or

Examples of The Owner Participant in a sentence

  • The Owner Participant shall not have any duty or responsibility hereunder, including, without limitation, any of the duties mentioned in clauses (i) through (v) above; provided, that nothing contained in this sentence shall limit any obligations of the Owner Participant under the Participation Agreement or relieve the Owner Participant from any restriction under Section 4.03 hereof.

  • The Owner Participant shall not have legal title to any part of the Trust Estate.

  • The Owner Participant shall be responsible for causing to be prepared and filed all income tax returns required to be filed by the Owner Participant.

  • The Owner Participant covenants and agrees that it shall not unreasonably withhold its consent to any consent requested of the Owner Lessor under the terms of the Operative Documents that by its terms is not to be unreasonably withheld by the Owner Lessor.

  • The Owner Participant will execute such agreements and documents as may be necessary with respect to any such refinancing and will instruct the Owner Lessor to act accordingly.

  • The Owner Participant or the Owner Trustee, as the case may be, upon request, will furnish the Owner Trustee or the Owner Participant, as the case may be, with all such information as may be reasonably required from the Owner Participant or the Owner Trustee, as the case may be, in connection with the preparation of such income tax returns.

  • The Owner Participant shall be an express third-party beneficiary of this Consent.

  • The Owner Participant shall be entitled to enforce the rights of the System Lessor hereunder.

  • The Owner Participant further represents and warrants that neither it nor anyone authorized to act on its behalf has made or will make any offer, solicitation or sale of any interest in the Lessor's Estate or the Trust Agreement in violation of the provisions of Section 5 of the Securities Act of 1933, as amended.

  • The Owner Participant agrees that it will not instruct the Owner Lessor to take any action prohibited by this Agreement or any other Operative Document.

Related to The Owner Participant

  • Owner Participant With respect to any Equipment Note relating to a Leased Aircraft, means the "Owner Participant" as referred to in the Indenture pursuant to which such Equipment Note is issued and any permitted successor or assign of such Owner Participant; and OWNER PARTICIPANTS at any time of determination means all of the Owner Participants thus referred to in the Indentures.

  • The Owner means the NATIONAL FERTILIZERS LTD., incorporated in India, having its registered office at SCOPE COMPLEX, Core No-III, 7, Institutional Area, Lodhi Road, New Delhi-110003.

  • Fund/SERV Eligible Unit Servicing Agent means FTP Services LLC or any successor Fund/SERV Eligible Unit servicing agent appointed as hereinafter provided."

  • Non-Lead Special Servicer means the “special servicer” under any Non-Lead Securitization Servicing Agreement.

  • Certificateholder means the Person in whose name the Certificate is registered.

  • The Owners means the party identified in Box 3;

  • FTPS Unit Servicing Agent means FTP Services LLC or any successor FTPS Unit servicing agent appointed as hereinafter provided."

  • Master Servicer means the master servicer appointed as provided in the Lead Securitization Servicing Agreement.

  • The Master Servicer has fully furnished and shall continue to fully furnish, in accordance with the Fair Credit Reporting Act and its implementing regulations, accurate and complete information (e.g., favorable and unfavorable) on its borrower credit files to Equifax, Experian and Trans Union Credit Information Company or their successors on a monthly basis; and

  • Non-Lead Asset Representations Reviewer means the party acting as “asset representations reviewer” (within the meaning of Item 1101(m) of Regulation AB) under a Non-Lead Securitization Servicing Agreement.

  • Other Participant means a cooperative project participant other than the United States.

  • Study Participant means a person recruited to participate in the Study.

  • Subservicer means any Person that services Receivables on behalf of the Servicer or any Subservicer and is responsible for the performance (whether directly or through Subservicers or Subcontractors) of a substantial portion of the material servicing functions required to be performed by the Servicer under this Agreement that are identified in Item 1122(d) of Regulation AB.

  • Other Master Servicer means the applicable other “master servicer” under an Other Companion Loan Pooling and Servicing Agreement relating to a Non-Serviced Companion Loan or a Serviced Companion Loan, as applicable.

  • Other Special Servicer The applicable other “special servicer” under an Other Pooling and Servicing Agreement relating to a Serviced Companion Loan.

  • Non-Lead Master Servicer means the “master servicer” under any Non-Lead Securitization Servicing Agreement.

  • Special Servicer means the special servicer appointed to act in such capacity with respect to the Mortgage Loan as provided in the Lead Securitization Servicing Agreement.

  • Class B Certificateholder means the Person in whose name a Class B Certificate is registered in the Certificate Register.

  • Holder or Certificateholder The registered owner of any Certificate as recorded on the books of the Certificate Registrar except that, solely for the purposes of taking any action or giving any consent pursuant to this Agreement, any Certificate registered in the name of the Depositor, the Trustee, the Master Servicer, any Servicer or any Affiliate thereof shall be deemed not to be outstanding in determining whether the requisite percentage necessary to effect any such consent has been obtained, except that, in determining whether the Trustee shall be protected in relying upon any such consent, only Certificates which a Responsible Officer of the Trustee knows to be so owned shall be disregarded. The Trustee may request and conclusively rely on certifications by the Depositor, the Master Servicer and any Servicer in determining whether any Certificates are registered to an Affiliate of the Depositor, the Master Servicer or such Servicer.

  • Outside Special Servicer With respect to an Outside Serviced Mortgage Loan, the special servicer under the applicable Outside Servicing Agreement.