An Opinion of Counsel stating. (i) that the documents that have been or are therewith delivered to the Trustee in connection with an investment in Replacement Assets conform to the requirements of this Indenture and that all conditions precedent herein provided for relating to such application of Trust Monies have been complied with; and
(ii) to the extent that such Replacement Assets were acquired with proceeds, the relevant Collateral Documents create a valid, binding and enforceable Lien on and security interest in such Replacement Assets in favor of the Trustee for the benefit of the Holders and, to the extent that a security interest in any such Replacement Assets may be perfected under the relevant Uniform Commercial Code, a perfected security interest in such property. Upon compliance with the foregoing provisions, the Trustee shall apply the Released Trust Monies as directed and specified by the Company.
An Opinion of Counsel stating. (i) that the instruments of conveyance above mentioned are sufficient, and no other documents are required, to subject to the lien of this Indenture any property received in exchange for property released, and that all of the property received in exchange will, upon such acquisition, be subject to no liens in addition to the lien of this Indenture except Permitted Encumbrances;
(ii) if any part of the consideration for property so to be released has been or is to be paid to or deposited with the mortgagee or trustee of an Underlying Mortgage, that such consideration is required by such Underlying Mortgage to be paid to or deposited with such mortgagee or trustee;
An Opinion of Counsel stating. (a) that he has examined the application and other documents being furnished in connection with the authenti- cation and delivery of the bonds applied for; that the in- struments which have been or are therewith delivered to the Trustee conform to the requirements of this Indenture and constitute sufficient authority under this Indenture for the Trustee to authenticate and deliver such bonds, and that upon the deposit of an amount of cash equal to the aggregate principal amount of such bonds, such bonds may be lawfully authenticated and delivered under this Article; and
(b) that the issue of such bonds has been duly autho- rized by any and all governmental authorities, the consent of which is requisite to the legal issue of such bonds, specifying any duly certified documents by which such con- sent is or may be evidenced, or that no consent is requi- site, that the Company is duly authorized and entitled to issue such bonds in accordance with the provisions of this Indenture and the laws of the Commonwealth of Pennsylvania, and the applicable laws of any other jurisdiction, that the issue of such bonds has been duly authorized by the Com- pany, that upon the issue of such bonds, such bonds will be the valid and binding obligations of the Company and that the aggregate principal amount of bonds then outstanding under this Indenture will not exceed the amount at the time permitted by law, and specifying the certificate or other evidence which will be sufficient to show compliance with the requirements, if any, of any mortgage recording tax law or other tax law applicable to the issuance of such bonds, or stating that there are no such legal requirements;
An Opinion of Counsel stating that the certificate, opinions, other instruments or cash which have been or are therewith delivered to and deposited with the Trustee conform to the requirements of this Indenture and that the property to be released may be lawfully released from the Lien of the Security Documents and that all conditions precedent in this Indenture and the Security Documents relating to such release have been complied with. In connection with any release of any lien in favor of the Trustee granted pursuant to the Security Documents on Collateral, the Company and the Guarantors shall comply, to the extent required thereby, with the applicable provisions of Section 314 of the TIA.
An Opinion of Counsel stating. (i) that the documents that have been or are therewith delivered to the Trustee in connection with an investment in Replacement Assets conform to the requirements of this Indenture and that all conditions precedent herein provided for relating to such application of Trust Moneys have been complied with; and
(ii) to the extent that such Replacement Assets were acquired with Collateral Proceeds (or amounts deemed to constitute Collateral Proceeds), the relevant Security Documents create a valid, binding and enforceable Lien on and security interest in such Replacement Assets in favor of the Trustee (or, in the case of Replacement Assets subject to a Mortgage, the Trustee or another trustee under such Mortgage) for the benefit of the Holders and, to the extent that a security interest in any such Replacement Assets may be perfected under the relevant Uniform Commercial Code, a perfected security interest in such property. Upon compliance with the foregoing provisions of this Indenture, the Trustee shall apply the Released Trust Moneys as directed and specified by the Company, subject to Section 4.13 hereof.
An Opinion of Counsel stating. (i) that the documents that have been or are therewith delivered to the Trustee in connection with an investment in Replacement Assets comply as to form to the requirements of this Indenture and, assuming the correctness and accuracy of such documents, that all conditions precedent herein provided for relating to such application of Trust Monies have been complied with; and
(ii) to the extent that such Replacement Assets were acquired with Net Cash Proceeds, the relevant Security Documents (including upon the section, filing and/or delivery, as applicable, of any documents contemplated by the Security Documents) create a valid, binding and enforceable Lien on and security interest in such Replacement Assets in favor of the Collateral Agent for the benefit of the Holders. Upon compliance with the foregoing provisions, the Trustee shall apply the Released Trust Monies as directed and specified by the Issuer.
An Opinion of Counsel stating. (1) That such property has been duly taken by the exercise of the power of eminent domain, or has been duly purchased by a state, municipality or other governmental authority in the exercise of a right which it had to purchase such property, and that the instruments which have been or are therewith delivered to the Trustee conform to the requirements of the Indenture and constitute sufficient authority under the Indenture for the Trustee to execute and deliver the release requested.
(2) The amount of the award for the property so taken by eminent domain or the amount of the proceeds of the property so purchased, and that such award or proceeds reflect the value of the interest of the Trustee and the holders of the Bonds in such property. In any proceedings for the taking or purchase of any part of the Trust Estate by the exercise of eminent domain the Trustee may be represented by counsel, who may be counsel for the Company.
An Opinion of Counsel stating that the documents which have been or are therewith delivered to the Trustee conform to the requirements of this Indenture, that, upon the basis of the related Application, all conditions precedent herein provided for relating to such withdrawal and payment of Trust Moneys then requested have been complied with; and
An Opinion of Counsel stating that the certificate, opinions, other instruments or cash which have been or are therewith delivered to and deposited with the Trustee conform to the requirements of this Indenture and that the property to be released may be lawfully released from the Lien of the Security Documents and that all conditions precedent in this Indenture and the Security Documents relating to such release have been complied with.
An Opinion of Counsel stating. (i) that the documents that have been or are therewith delivered to the Trustee in connection with an investment in Replacement Assets conform to the requirements of this Indenture and that all conditions precedent herein provided for relating to such application of Trust Monies have been complied with; and
(ii) to the extent that such Replacement Assets were acquired with Collateral Proceeds, the relevant Collateral Documents create a valid, binding and enforceable Lien on and security interest in such Replacement Assets in favor of the Trustee for the benefit of the Holders and, to the extent that a security interest in any such Replacement Assets may be
