Opinion of Agent’s Counsel. A favorable opinion of Shearman & Sterling LLP, counsel for the Agent, substantially in the form of Exhibit H;
Opinion of Agent’s Counsel. On each Representation Date to which a waiver does not apply, there shall have been furnished to the Agents the opinion and negative assurance letter of Xxxxxx LLP, counsel for the Agents, dated as of such Representation Date and addressed to the Agents, in a form reasonably satisfactory to the Agents, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters; provided however, the opinion of Xxxxxx LLP shall only be required prior to the first Placement Notice, and thereafter, only a negative assurance letter of such counsel shall be required for each subsequent Representation Date.
Opinion of Agent’s Counsel. The Agent shall have received a favorable written opinion of Milbank, Tweed, Hxxxxx & MxXxxx LLP, special New York counsel to the Agent, with respect to such legal matters as the Agent reasonably may require.
Opinion of Agent’s Counsel. The opinion of Pillsbury Winthrop LLP or other legal counsel selected by the Retail Agent and reasonably satisfactory to the Principal Entities ("Agents Counsel") to the effect set forth in Exhibit J hereto.
Opinion of Agent’s Counsel. Upon the dates on which the delivery of the negative assurances letter and legal opinions are delivered pursuant to Section 4(p), the Agents shall have received, unless the requirement is waived in writing by the Agent, a negative assurances letter and written legal opinion of Xxxxx Xxxx & Xxxxxxxx LLP (or such other counsel as may be engaged by the Agents), counsel for the Agents, dated such date, in form and substance reasonably satisfactory to the Agents, or, in the discretion of the Agents, a reliance letter from such counsel to the Agents, permitting the Agents to rely on a previously delivered negative assurances letter and opinion, modified as appropriate for any passage of time or Triggering Event Date (except that statements in such prior negative assurances letter and opinion shall be deemed to relate to the Registration Statement, the Prospectus or any Free Writing Prospectus, in each case as amended or supplemented as of such Triggering Event Date).
Opinion of Agent’s Counsel. The Lenders shall have received executed copies of the favorable written opinion of O'Melveny & Xxxxx LLP, counsel to the Agent, dated as of the Closing Date.
Opinion of Agent’s Counsel. [_________], as counsel for the Agents, shall have furnished to the Agents the date hereof such opinions with respect to the validity of the Notes and with respect to the Registration Statement, the Prospectus, and other related matters as the Agents may reasonably require.
Opinion of Agent’s Counsel. On the date hereof, the Agents shall have received an opinion from counsel to the Agents, dated as of the date hereof and in form and substance satisfactory to the Agents.
Opinion of Agent’s Counsel. The Agent shall have received a favorable written opinion of Sullxxxx & Xromxxxx, xxunsel to the Agent, with respect to documents received by the Agent and the Banks and such legal matters as the Agent reasonably may require.
Opinion of Agent’s Counsel. The Agent shall have received a favorable written opinion of Shearman & Sterling LLP, special New York counsel to the Agent, with respect to such legal matters as the Agent reasonably may require.
