Opinion of Special Counsel. The Administrative Agent shall have received a favorable written legal opinion (addressed to the Administrative Agent and the Lenders and dated the Effective Date) of Special Counsel, substantially in the form of Exhibit C (and the Administrative Agent requests Special Counsel to deliver such opinion).
Opinion of Special Counsel. The Agent shall have received an opinion of Special Counsel, addressed to the Agent and the Lenders and dated the first Borrowing Date substantially in the form of Exhibit G.
Opinion of Special Counsel. BNYMCM shall have received on or prior to each Transaction Date an opinion of Xxxxx Xxxx & Xxxxxxxx, LLP, special counsel for the Company, dated as of or prior to such date (but in no event shall the date of such letter be prior to the filing date of the last periodic report (in the case of a Current Report on Form 8-K, where requested by BNYMCM in its reasonable discretion) of the Company which are incorporated by reference into the Registration Statement), to the effect that:
(i) The Company is not, and after giving effect to the issuance and offering and sale of the Issuance Shares and the application of the proceeds thereof as described in the Prospectus will not be, required to register as an “investment company” as such term is defined in the Investment Company Act of 1940, as amended;
(ii) except as rights to indemnity and contribution under this Agreement may be limited under applicable law, the execution and delivery by the Company of, and the performance by the Company of its obligations under this Agreement (and, in the case of a Forward, the applicable Forward Contract) and the issuance, offering and sale of the Issuance Shares (and, in the case of a Forward, the applicable Forward Contract), will not contravene any provision of applicable law of the United States (except with respect to laws relating specifically to public utility companies or the utilities industry, as to which such counsel is not called upon to express any opinion) or New York, and, except for such permits or similar authorizations required under the securities or Blue Sky laws of certain states or foreign jurisdictions (as to which such counsel is not called upon to express any opinion), no consent, approval or authorization of any governmental body or agency of the United States (except with respect to consents, approvals and authorizations relating specifically to public utility companies or the utilities industry, as to which such counsel is not called upon to express any opinion) or New York is required for the performance by the Company of its obligations under this Agreement (and, in the case of a Forward, the applicable Forward Contract) and the issuance, offering and sale of the Issuance Shares (and, in the case of a Forward, the applicable Forward Contract); and
(iii) the statements in the Base Prospectus under “Plan of Distribution,” insofar as such statements constitute a summary of the legal matters or documents referred to therein, fairly present the informatio...
Opinion of Special Counsel. The Agent shall have received an opinion of Special Counsel, addressed to the Agent and the Lenders and dated the first Borrowing Date and substantially in the form of Exhibit X.
Opinion of Special Counsel. 14 Section 3.3
Opinion of Special Counsel. The re-leasing of the Property as provided herein shall be subject to the opinion of Special Counsel that such re-leasing, in and of itself, will not cause the interest component of the Lease Payments to be subject to State personal income tax or adversely affect the exclusion from gross income for federal income tax purposes.
Opinion of Special Counsel. The Agent shall have received from Special Counsel an opinion, dated the Effective Date, substantially in the form of Exhibit F.
Opinion of Special Counsel. You shall have received from Orxxxx, Hexxxxxxxx & Suxxxxxxx XLP, your special counsel, such assurances as you may request with respect to the Securities to be purchased by you hereunder and the transactions contemplated hereby.
Opinion of Special Counsel. 45 5.17. Fees. ........................................................... 46 5.18. Fees and Expenses of Special Counsel. ........................... 46 5.19.
Opinion of Special Counsel. The Initial Lender shall have received from Xxxxx Xxxxxxxxxx, who are acting as special New York counsel for the Lender in connection with the transactions contemplated by this Agreement, an opinion, dated the Initial Closing Date, in the form attached hereto as Exhibit E.
