Opinion of Local Counsel. A favorable opinion from each of Liskow & Xxxxx, Xxxxxx & Xxxxxxx and Xxxxxx & Xxxxxx L.L.P., special counsel to the Banks in each of Louisiana, Oklahoma and Texas, respectively, dated the date hereof, for each such state and with respect to the properties covered by the Mortgages and located in such respective states, as to the following: (i) Compliance with all applicable state laws, including all applicable recording, filing and registration laws, of the Mortgages, the Mortgage Amendments and the Notes, and the form and manner of the authorization, execution, acknowledgment and delivery of each thereof; (ii) the legal, valid and binding nature of the Mortgages, the Mortgage Amendments and the Notes, and the enforceability thereof in accordance with their respective terms; (iii) the fact that, the Mortgages, as amended by the Mortgage Amendments, constitute a legal, valid and effective mortgage lien upon the mortgaged properties as security for the Indebtedness referred to therein; (iv) the absence of any requirement for any authorization or approval by any public regulatory body or authority, with regard to the valid execution and delivery of, and the validity, legality and effectiveness of, the Mortgages, the Mortgage Amendments and the Notes; (v) as to all recording, filing and registration procedures as shall be necessary under applicable state laws to constitute the Mortgages, as amended by the Mortgage Amendments, a mortgage, pledge and financing statement in accordance with the terms thereof and the intention of the parties thereto, and as to the necessity of any periodic or other rerecording or refiling of the Mortgages, or any other instrument in order to maintain the lien of the Mortgages; and (vi) as to such state or local mortgage recording taxes, stamp taxes, or other fees, taxes or governmental charges as shall be required to be paid in connection with the execution, delivery, filing for record or recording of the Mortgages and the Notes.
Appears in 2 contracts
Samples: Credit Agreement (Forest Oil Corp), Credit Agreement (Forest Oil Corp)
Opinion of Local Counsel. A favorable opinion from each of Liskow & Xxxxx, Xxxxxx & Xxxxxxx and Xxxxxx & Xxxxxx L.L.P., special counsel to the Banks in each of Louisiana, Oklahoma and Texas, respectively, dated the date hereof, for each such state and with respect to the properties covered by the Mortgages and located in such respective states, as to the following:
(i) Compliance with all applicable state laws, including all applicable recording, filing and registration laws, of the Mortgages, the Mortgage Amendments and the Notes, and the form and manner of the authorization, execution, acknowledgment and delivery of each thereof;
(ii) the legal, valid and binding nature of the Mortgages, the Mortgage Amendments and the U.S. Notes, and the enforceability thereof in accordance with their respective terms;
(iii) the fact that, that the Mortgages, as amended by the Mortgage Amendments, constitute a legal, valid and effective mortgage lien upon the mortgaged properties as security for the Indebtedness referred to therein;
(iv) the absence of any requirement for any authorization or approval by any public regulatory body or authority, with regard to the valid execution and delivery of, and the validity, legality and effectiveness of, the Mortgages, the Mortgage Amendments and the U.S. Notes;
(v) as to all recording, filing and registration procedures as shall be necessary under applicable state laws to constitute the Mortgages, as amended by the Mortgage Amendments, a mortgage, pledge and financing statement in accordance with the terms thereof and the intention of the parties thereto, and as to the necessity of any periodic or other rerecording or refiling of the Mortgages, or any other instrument in order to maintain the lien of the Mortgages; and
(vi) as to such state or local mortgage recording taxes, stamp taxes, or other fees, taxes or governmental charges as shall be required to be paid in connection with the execution, delivery, filing for record or recording of the Mortgages Mortgages, as amended by the Mortgage Amendments, and the U.S. Notes.
Appears in 1 contract
Samples: Credit Agreement (Forest Oil Corp)
Opinion of Local Counsel. A favorable opinion from each of Liskow & Xxxxx, Xxxxxx & Xxxxxxx and Xxxxxxx, Xxxxxx & Xxxxxx L.L.P.L.L.P. and Xxxxx & Drew, special counsel to the Banks in each of Louisiana, Oklahoma Oklahoma, Texas and TexasWyoming, respectively, dated the date hereof, for each such state and with respect to the properties covered by the Mortgages and located in such respective states, as to the following:
(i) Compliance with all applicable state laws, including all applicable recording, filing and registration laws, of the Mortgages, the Mortgage Amendments and the Notes, and the form and manner of the authorization, execution, acknowledgment and delivery of each thereof;
(ii) the legal, valid and binding nature of the Mortgages, the Mortgage Amendments and the Notes, and the enforceability thereof in accordance with their respective terms;
(iii) the fact that, the Mortgages, as amended by the Mortgage Amendments, constitute a legal, valid and effective mortgage lien upon the mortgaged properties as security for the Indebtedness referred to therein;
(iv) the absence of any requirement for any authorization or approval by any public regulatory body or authority, with regard to the valid execution and delivery of, and the validity, legality and effectiveness of, the Mortgages, the Mortgage Amendments and the Notes;
(v) as to all recording, filing and registration procedures as shall be necessary under applicable state laws to constitute the Mortgages, as amended by the Mortgage Amendments, a mortgage, pledge and financing statement in accordance with the terms thereof and the intention of the parties thereto, and as to the necessity of any periodic or other rerecording or refiling of the Mortgages, or any other instrument in order to maintain the lien of the Mortgages; and
(vi) as to such state or local mortgage recording taxes, stamp taxes, or other fees, taxes or governmental charges as shall be required to be paid in connection with the execution, delivery, filing for record or recording of the Mortgages and the Notes.
Appears in 1 contract
Samples: Credit Agreement (Forest Oil Corp)