Attorney’s Opinion. The Purchaser acknowledges that the Seller has recommended that the Purchaser retain an attorney to pass on the marketability of the title to the Property and to review the details of the sale before the Closing.
Attorney’s Opinion. An opinion of counsel to Borrowers and Guarantors addressing such issues as Lender may request, subject to assumptions and qualifications satisfactory to Lender.
Attorney’s Opinion. If requested, CHDO shall provide an opinion of its attorney, in a form reasonably satisfactory to the Independence City Counselor's Office, that all steps necessary to adopt this Agreement, in a manner binding upon CHDO, have been taken by CHDO.
Attorney’s Opinion. LESSEE shall provide lessor with an attorney's opinion that financing of the equipment conforms with applicable State of Texas laws and that all documentation required is satisfactory to Lessor. All legal expense incurred to conform documents to the satisfaction of the Municipality, their Counsel, and the Lessor will be borne by the Municipality.
Attorney’s Opinion. The written opinion of the Borrower's counsel (or special counsel to the Administrative Agent) in form and content acceptable to the Administrative Agent and which addresses the following matters:
Attorney’s Opinion. Prior to execution of the Loan Agreement by the Lender, the Borrower also shall have furnished to the Lender, in form and substance satisfactory to the Lender, an opinion of Borrower’s counsel to the effect that: (1) the Borrower has been duly created and is validly existing and has full power and authority (under its Charter and By- Laws or general law, if applicable, and other applicable statutes) to enter into and carry out the terms of this Loan Agreement; (2) this Loan Agreement is duly executed and constitutes a valid and binding contract of the Borrower, enforceable in accordance with its terms except as the enforceability thereof may be limited by bankruptcy, reorganization, insolvency, moratorium, or similar laws affecting the enforcement of creditors’ rights generally; (3) this Loan Agreement is not in conflict in any material way with any contracts or ordinances of the Borrower; and (4) there is no litigation materially adversely affecting this Agreement or the financial condition of the Borrower.
Attorney’s Opinion. Borrower’s counsel shall have delivered to Bank its written opinion regarding the organization and operation of Borrower, the enforceability of the Loan Documents and such other matters as Bank may reasonably request, such opinion to be in form and substance satisfactory to Bank.
Attorney’s Opinion. The Bank shall have received the written opinion of legal counsel for the Borrower, with certain restrictions, limitations and assumptions as approved by the Bank, to the effect that: (a) the Loan Documents have been duly authorized, executed and delivered by the Borrower; (b) the Loan Documents are valid, legally binding and enforceable obligations of the Borrower; (c) the Loan Documents are entitled to the benefit of the collateral security therein described and are enforceable in accordance with their respective terms against the collateral security to which they relate; (d) the Loan Documents are effective under and do not violate the provisions of any applicable law or any agreement binding on the Borrower, Borrower’s charter or operating agreement provisions; (e) no litigation exists or is threatened against the Borrower, which would adversely affect its ability to perform under the Loan Documents; and (f) all of the representations and warranties provided by Borrower are true and correct.
Attorney’s Opinion. The written opinions of counsel to Borrower (with respect to the laws of Florida and the state where the Land is located, if different), addressed to Bank, acceptable to Bank and Bank's counsel, as to those matters required by Bank. The attorneys opinion, with respect to the enforceability of remedies provided in the Loan Documents and related instrument may be made subject to or as affected by, applicable bankruptcy, moratorium, reorganization, insolvency or similar laws from time to time in effect affecting the rights of creditors generally. As to matters of fact, such opinions may be qualified to the extent of the knowledge of such counsel based upon due inquiry and reasonable investigation.
Attorney’s Opinion. A written opinion of Xxxxxxxx’s attorney shall be dated as of the Loan Closing Date, stating:
a. If Borrower is a corporation, that Borrower is duly organized, validly existing and in good standing under the laws of the state of their incorporation, and has the power and authority to transact business in the state of Texas and that there are no provisions in the documents creating or controlling any of them which prohibit the execution and delivery of the Loan Documents;
b. Borrower is not in violation of its respective charters or bylaws (if a corporation) nor in default in any material respect in the performance of any obligation, agreement or condition contained in any bond, debenture, promissory note or any other evidence of indebtedness to which such Borrower is a party;
c. That the execution and delivery of the Loan Documents, and the performance by Xxxxxxxx hereunder, have been duly authorized by all necessary action, and do not and will not require any consent or approval (except those which have been supplied) and do not and will not violate any provisions of any law, rule, regulation, order, writ, judgment, injunction, decree, determination or award presently in effect having applicability to Borrower (including, but not limited to applicable usury laws);
d. That the execution, delivery and performance of and under the Loan Documents and the consummation of the transactions contemplated therein will not conflict with or constitute a breach of any of the terms of, or a default under, creating or controlling Borrower and will not cause a material breach of any agreement, indebtedness indenture or other instrument to which Borrower is a party;
e. That the Loan Documents constitute valid, legal and binding obligations of Borrower, enforceable in accordance with their terms (subject to applicable bankruptcy, insolvency or other laws affecting enforceability or creditors’ rights generally);
f. That there are no actions, suits or proceedings, including environmental actions, pending or, to such attorney’s knowledge, threatened against Borrower which, if adversely decided, would have a material adverse effect upon Borrower;
g. The Property is not subject to any state or federal environmental liens; and,
h. That Borrower is not knowingly in default with respect to any requirement of a governmental agency.