Opinions of Counsel and Other Documents Sample Clauses

Opinions of Counsel and Other Documents. (a) Any Liquidity Facility delivered to the Trustee after the Initial Liquidity Facility must be accompanied by (1) a Favorable Opinion of Bond Counsel as to the delivery of the Liquidity Facility; (2) an opinion of counsel stating that delivery of the Liquidity Facility is authorized under the Indenture and complies with its terms; and (3) an opinion of counsel to the provider of the Liquidity Facility stating that the Liquidity Facility is a legal, valid, binding and enforceable obligation of such obligor in accordance with its terms. (b) If the Authority or any natural person, firm, association or public body related to the Authority, within the meaning of Section 147(a) of the Code, grants a security interest in any cash, securities or investment type property to the provider of the Liquidity Facility or other facility, the Authority must furnish the Trustee a Favorable Opinion of Bond Counsel with respect to such grant.
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Opinions of Counsel and Other Documents. Any Liquidity Facility delivered to the Trustee after the Initial Liquidity Facility must be accompanied by: (1) an unqualified opinion of Bond Counsel to the effect that delivery of such Liquidity Facility is permitted under the Act and the Indenture; (2) an opinion of counsel stating that delivery of the Liquidity Facility is authorized under the Indenture and complies with its terms; and (3) an opinion of counsel to the provider of such Liquidity Facility stating that such Liquidity Facility is a legal, valid, binding and enforceable obligation of such obligor in accordance with its terms.
Opinions of Counsel and Other Documents. On the Closing Date, Buyer shall have received (i) opinions of Dewex Xxxxxxxxxx XXX, special counsel to the Companies and certain Sellers, Lathxx & Xatkxxx, xxecial counsel to the Franxxx Xxxily Trust, Hutcxxxxxx Xxxck & Cook XXX, special counsel to Todd xxx Deboxxx Xxxxxxx xxx Lionxx Xxxxxx & Xollxxx, Xxvada counsel to Healthcare and addressed to Buyer, in a form reasonably acceptable to the Buyer, (ii) evidence satisfactory to Buyer of the due authorization, execution and delivery of this Agreement and all related agreements by each of the Sellers, and (iii) such other certificates and documents as counsel for Buyer and special counsel to the Companies shall have mutually agreed to.

Related to Opinions of Counsel and Other Documents

  • Submission of Reports and Other Documents Service Provider shall submit all reports and other documents as and when specified in the Scope of Work. This information shall be subject to review by the City, and if found to be unacceptable, Service Provider shall correct and deliver to the City any deficient Work at Service Provider’s expense with all practical dispatch. Service Provider shall abide by the City’s determinations concerning acceptability of Work.

  • Financial and Other Reports 6 (A) Owner/IRS Relationship. Owner is required to file all required Internal Revenue Service (IRS) 7 forms and meet all IRS requirements. Owner agrees to provide Broker with appropriate IRS forms (e.g., W-9) 8 before any funds are disbursed to Owner.

  • Financial and Other Information Provide Lender the following financial statements and information on a continuing basis: (a) Within one hundred twenty (120) days after the end of each fiscal year of Borrower, Guarantor and Manager: (i) Audited financial statements of Guarantor prepared by a nationally recognized accounting firm or an independent certified public accounting firm acceptable to the Lender, prepared in accordance with GAAP, including a balance sheet, a statement of income and expenses, a statement of changes in financial position, cash flow and a breakdown or source and application of all funds, for the year then ended; (ii) unaudited financial statements of the Borrower and Manager prepared by a nationally recognized accounting firm or an independent certified public accounting firm acceptable to the Lender, prepared in accordance with GAAP, including a balance sheet, a statement of income and expenses, a statement of changes in financial position, cash flow and a breakdown of source and application of all funds, for the year then ended; (iii) separate financial statements on the operations of the Facility certified by Borrower or Manager, as the case may be, to be true and correct, and prepared from the books and records of Borrower or Manager, as the case may be, in accordance with sound accounting principles applied on a consistent basis from year to year, in form and detail satisfactory to Lender, including a balance sheet and income statement; (iv) separate financial statements of any lessee of the Facility. (b) Within forty-five (45) days after the end of each fiscal quarter, unaudited financial statements of the Borrower, Manager and Guarantor for the quarter then ended, prepared in accordance with GAAP, and certified by the Borrower, Manager, and Guarantor, respectively, to be true and correct. (c) Within forty-five (45) days after the end of each fiscal quarter, a current year-to-date operating statement for the Facility as of the end of such quarter and the quarterly financial statement and census status for the Facility in the form and detail set forth in Exhibit G hereto, properly completed and certified by the Borrower to be true and correct. (d) Upon fifteen (15) days of the Lender's written request, an aged accounts receivable report of the Facility in sufficient detail to show amounts due from each class of patient by the account age classifications of 30 days, 60 days, 90 days, 120 days, and over 120 days, and (e) Upon five (5) days of the receipt by the Borrower or Facility, any and all notices (regardless of form) from any licensing and/or certifying agency. (f) Within ten (10) business days of the actual filing of cost reports of the Facility with the Medicaid agency, if applicable, furnish to Lender a complete and accurate copy of the annual Medicaid cost report for the facility, and promptly furnish Lender any amendments filed with respect to such reports and all responses or inquiries with respect to such reports. (g) Such financial statements of Guarantor and other Persons as and when required in any of the Loan Documents. (h) Upon Lender's request, evidence of payment by Borrower of any applicable provider bed taxes or similar taxes, which Borrower agrees to pay. The Lender reserves the right to require such other financial information (including tax returns, detailed cash flow information and contingent liability information) of Borrower and Guarantor, all at such time as Lender shall deem necessary, and Borrower agrees promptly to provide such information to Lender. All financial statements must be in the form and detail as the Lender shall from time to time request. Lender may sell participation interests in the Loan, may sell or transfer the Loan, or place the Loan in a pooling of Loans for syndication and sale of interests therein to investors. In such event Borrower consents to the Lender's disclosure and distribution of financial and other information of Borrower that has been provided by Borrower to Lender pursuant to this Agreement to prospective participation, purchasers, investors, rating agencies and others involved in any participation , sale, pooling or syndication.

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