True Sale Opinion. Seller shall cause a written opinion of counsel to be furnished, in form and substance satisfactory to Purchaser, dated the Closing Date with respect to the characterization of the transfer of the Future Excess Servicing Spread by Seller to Purchaser as a true sale. Purchaser may request additional opinions regarding such characterization subsequent to the Closing Date as advised by Purchaser’s counsel in light of changes in law and other circumstances. To the extent Seller is unable to provide such opinions with respect to any Mortgage Loans, Seller shall substitute such Mortgage Loans with residential mortgage loans have substantially the same credit characteristics.
True Sale Opinion. The Purchaser shall have received the True Sale Opinion, in form and substance reasonably satisfactory to the Purchaser, and a letter authorizing the Purchaser to provide a copy of such opinion to its auditors solely as an evidential matter in support of the auditors’ evaluation of management’s assertion that the transfer of the Acquired Assets meets the isolation criterion of ASC 860.
True Sale Opinion. Seller shall cause a written opinion of counsel to be furnished, in form and substance satisfactory to Purchaser, dated the Initial Applicable Subsequent Sale Date with respect to the characterization of the transfer of the Future Excess Servicing Spread by Seller to Purchaser as a true sale. Purchaser may request additional opinions regarding such characterization subsequent to the Initial Applicable Subsequent Sale Date as advised by Purchaser’s counsel in light of changes in law and other circumstances. To the extent Seller is unable to provide such opinions with respect to any Mortgage Loans, Seller shall substitute such Mortgage Loans with residential mortgage loans have substantially the same credit characteristics.
True Sale Opinion. Xxxxxxx XxXxxxxxx LLP shall have furnished their written opinion, in form and substance satisfactory to Purchaser, dated the Sale Date, with respect to the characterization of the transfer of the Excess Servicing Spread by Seller to Purchaser as a sale.
True Sale Opinion. With respect to any Mortgage Loan that was ----------------- funded in the name of or acquired by a Qualified Originator which is an Affiliate of the Borrower, the Lender may, in its sole discretion, require the Borrower to provide evidence sufficient to satisfy the Lender that such Mortgage Loan was acquired in a legal sale, including without limitation, an opinion, in form and substance and from an attorney, in both cases, acceptable to the Lender in its sole discretion, that such Mortgage Loan was acquired in a legal sale.
True Sale Opinion. The statements made in the section titled “assumptions and facts” made in the true sale opinion delivered to Buyer by Seller’s counsel in connection with the closing of the Facility are true and correct in all respects and Seller shall conduct its business such that the “assumptions and facts” shall be true and correct in all respects.
True Sale Opinion. Lennar and Sellers covenant and agree to cause its independent legal counsel to issue within a reasonable time following the Closing what is commonly referred to as a “True Sale Opinion” in form and substance customary for this type of transaction.
True Sale Opinion. With respect to any Franchise Loan that was originated by an Affiliate of the Borrower (and which is not covered by a true sale opinion previously delivered to the Lender), the Lender may, in its sole discretion, require the Borrower to provide evidence sufficient to satis1~r the Lender that such Franchise Loan was acquired in a legal sale, including without limitation, an opinion, in form and substance and from an attorney, in both cases, acceptable to the Lender in its sole discretion, that such Franchise Loan was acquired in a legal sale and the Borrower shall not be consolidated with the originator of the Franchise Loans for bankruptcy purposes.
True Sale Opinion. If the Closing were to occur simultaneously with the execution of this Agreement, the True Sale Opinion would be issued by counsel to Seller and delivered to Seller on the date hereof.
True Sale Opinion. If between the date hereof and the Closing Date, any facts, circumstances or changes in Requirements of Law arise such that the condition set forth in Section 7.2(h) is not capable of being satisfied as a result thereof, Purchaser and Seller agree to cooperate and use reasonable best efforts to modify the terms and conditions hereof (and the Other PSAs, as applicable) in order to cause the satisfaction of the condition precedent set forth in Section 7.2(h); provided, however, that neither party shall be required to make any economic or financial concessions or accommodations that are not reimbursed by the other party in connection with performing its obligations under this Section 5.7.
