Supplemental Opinion of Bond Counsel Sample Clauses

Supplemental Opinion of Bond Counsel. A supplemental opinion of Bond Counsel addressed to the District and the Underwriter, in form and substance acceptable to the Underwriter, dated as of the Closing, substantially to the following effect:
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Supplemental Opinion of Bond Counsel. A supplemental opinion of Bond Counsel, dated the Closing Date and addressed to the Purchaser, to the effect that the Bonds are not subject to the registration requirements of the Securities Act of 1933, as amended, and the Trust Agreement is exempt from qualification under the Trust Indenture Act of 1939, as amended;
Supplemental Opinion of Bond Counsel. A supplemental opinion of bond counsel, dated the date of the Closing in form satisfactory to the Underwriter.
Supplemental Opinion of Bond Counsel. An opinion of Bond Counsel, together with a letter from Bond Counsel dated the Closing Date and addressed to the Underwriter to the effect that the Underwriter may rely on the legal conclusions expressed in the opinion in its capacity as the initial purchaser of the Bonds, to the effect that: (1) the Bonds are not subject to the registration requirements of the Securities Act of 1933, as amended, and the Indenture is exempt from qualification pursuant to the Trust Indenture Act of 1939, as amended; (2) The statements contained in the Official Statement under the captions [“THE SERIES 2015 REFUNDING BONDS,” “SECURITY FOR THE BONDS,” “TAX MATTERS” and APPENDIX A – “SUMMARY OF CERTAIN PROVISIONS OF THE INDENTURE” and APPENDIX B – “FORM OF BOND COUNSEL OPINION”] excluding any material that may be treated as included under such captions by reference to other documents, insofar as such statements expressly summarize certain provisions of the Indenture and the form and content of the opinion of Bond Counsel, are accurate in all material respects; and (3) this Agreement has been duly executed and delivered by, and is a valid and binding agreement of, the Successor Agency, except as enforcement thereof may be limited by bankruptcy, insolvency or other laws affecting enforcement of creditors’ rights and by the application of equitable principles.
Supplemental Opinion of Bond Counsel. A supplemental opinion of Bond Counsel in substantially the form acceptable to Underwriters’ Counsel and the Underwriters, to the effect that: (i) this Purchase Agreement and the Escrow Agreements have been duly authorized, executed and delivered by the City, and, assuming such agreements constitute valid and binding obligations of the respective other parties thereto, constitute the legally valid and binding agreements of the City enforceable in accordance with their terms, except as enforcement may be limited by bankruptcy, moratorium, insolvency or other laws affecting creditor’s rights or remedies and by general principles of equity (regardless of whether such enforceability is considered in equity or at law); (ii) the 2022 Bonds are not subject to the registration requirements of the Securities Act of 1933, as amended, and the Indenture is exempt from qualification under the Trust Indenture Act of 1939, as amended; and (iii) the information contained in the Official Statement on the cover and under the captions “PLAN OF FINANCING,” “THE SERIES 2022 BONDS,” “SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2022 BONDS,” “TAX MATTERS,” and Appendix E thereof (except that no opinion or belief need be expressed as to any financial or statistical data contained in the Preliminary Official Statement and the Official Statement), insofar as it purports to summarize or replicate certain provisions of the Series 2022 Bonds, Escrow Agreement and the Indenture and the exemption from State of California personal income taxes of interest on the Bonds present a fair and accurate summary of such provisions.
Supplemental Opinion of Bond Counsel. A supplemental opinion of Bond Counsel in substantially the form attached hereto as Exhibit A;
Supplemental Opinion of Bond Counsel. A supplemental opinion or opinions of Xxxx Counsel addressed to the Representative, in form and substance acceptable to the Underwriters, and dated the date of the Closing, stating that the Underwriters may rely on the opinions of Bond Counsel described in paragraph (1) above as if such opinion were addressed to the Underwriters and to the following effect:
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Supplemental Opinion of Bond Counsel. The Underwriter shall have received a supplemental opinion of Bond Counsel, dated the Closing Date and addressed to the Underwriter, to the effect that (i) this Purchase Agreement has been duly authorized, executed and delivered by the Authority and is a valid and binding obligation of the Authority enforceable against it in accordance with its terms (except as enforcement may be limited by bankruptcy, insolvency, reorganization or similar laws or equitable principles relating to or limiting creditors' rights generally); (ii) the Bonds are exempt from registration under the Securities Act of 1933, as amended, and the Indentures do not have to be qualified under the Trust Indenture Act of 1939, as amended; and (iii) the statements contained in the Official Statement under the captions "INTRODUCTION," "THE BONDS", "SECURITY AND SOURCES OF PAYMENT FOR THE BONDS" and in Appendix B insofar as such statements describe the Bonds, the Indentures, the Installment Sale Agreements and the Guaranties, and under the caption "TAX EXEMPTION", present a fair and accurate summary of the provisions of such documents and as to the legal matters set forth or described therein.

Related to Supplemental Opinion of Bond Counsel

  • Form of Opinion of Counsel A. The provisions of the Purchase Agreement are effective under the New York UCC to create in favor of the Depositor a security interest in CarMax’s rights in the Receivables and in any identifiable proceeds thereof. (We note that a “security interest” as defined in Section 1-201(b)(35) of the New York UCC includes the interests of a buyer of accounts, chattel paper, payment intangibles and promissory notes and we refer you to our other opinion of even date herewith with respect to whether the security interest of the Depositor should be characterized as an ownership interest or solely as a collateral interest held to secure a loan made to CarMax).

  • Opinion of counsel for Fund (1) With respect to the status of the shares of Fund in the new form under the Securities Act of 1933, and any other applicable federal or state laws.

  • Legal Opinion of Counsel The Administrative Agent shall have received an opinion or opinions (including, if requested by the Administrative Agent, local counsel opinions) of counsel for the Credit Parties, dated the Closing Date and addressed to the Administrative Agent and the Lenders, in form and substance acceptable to the Administrative Agent (which shall include, without limitation, opinions with respect to the due organization and valid existence of each Credit Party, opinions as to perfection of the Liens granted to the Administrative Agent pursuant to the Security Documents and opinions as to the non-contravention of the Credit Parties’ organizational documents and Material Contracts).

  • Opinion of Counsel The Indenture Trustee shall receive at least seven days prior written notice when requested by the Issuer to take any action pursuant to Section 8.04(b), accompanied by copies of any instruments involved, and the Indenture Trustee shall also require, as a condition to such action, an Opinion of Counsel, in form and substance satisfactory to the Indenture Trustee, stating the legal effect of any such action, outlining the steps required to complete the same, and concluding that all conditions precedent to the taking of such action have been complied with and such action will not materially and adversely impair the security for the Notes or the rights of the Noteholders in contravention of the provisions of this Indenture; provided, however, that such Opinion of Counsel shall not be required to express an opinion as to the fair value of the Trust Estate. Counsel rendering any such opinion may rely, without independent investigation, on the accuracy and validity of any certificate or other instrument delivered to the Indenture Trustee in connection with any such action.

  • Delivery of Officer’s Certificate and Opinion of Counsel to the Trustee Before the effective time of any Business Combination Event, the Company will deliver to the Trustee an Officer’s Certificate and Opinion of Counsel, each stating that (i) such Business Combination Event (and, if applicable, the related supplemental indenture) comply with Section 6.01(A); and (ii) all conditions precedent to such Business Combination Event provided in this Indenture have been satisfied.

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