Materiality Opinion definition

Materiality Opinion has the meaning set forth in the Swap Counterparty Rights Agreement, if any.

Materiality Opinion. A written opinion of Xxxxxxxx & Xxxxx LLP or another nationally recognized law firm experienced in securitization matters reasonably acceptable to the Swap Counterparty, addressed to the Swap Counterparty and in form and substance reasonably satisfactory to the Swap Counterparty.

Materiality Opinion. A written opinion of Xxxxxxxx & Xxxxx LLP, Xxxxx Xxxxx LLP or another nationally recognized law firm experienced in securitization matters reasonably acceptable to the [Swap] [Cap] Counterparty, addressed to the [Swap] [Cap] Counterparty and in form and substance reasonably satisfactory to the [Swap] [Cap] Counterparty.] Mediation: A non-binding mediation or arbitration proceeding with [AAA][FINRA][ADR Facilitator][JAMS] conducted pursuant to the rules set forth in the [AAA Rules][FINRA Rules][JAMS Rules][ADR Rules].

Examples of Materiality Opinion in a sentence

• No supplemental indenture shall be entered into under Section 9.1(b) or 9.2 of the Indenture unless either (A) the Primary Swap Counterparty consents in writing to such supplemental indenture or (B) such supplemental indenture will, as evidenced by a Materiality Opinion, have no material adverse effect on the interests of the Primary Swap Counterparty.

• The Custodian Agreement may be amended, modified or supplemented pursuant to Section 8 thereof; provided, however, that no such amendment, modification or supplement shall be made unless either (A) the Primary Swap Counterparty consents in writing to such amendment, modification or supplement or (B) such amendment, modification or supplement will, as evidenced by a Materiality Opinion, have no material adverse effect on the interests of the Primary Swap Counterparty.

• The Administration Agreement may be amended from time to time pursuant to Section 13 of the Administration Agreement; provided, however, that no amendment will be effected pursuant to Section 13 of the Administration Agreement unless either (A) the Primary Swap Counterparty consents in writing to such amendment or (B) such amendment will, as evidenced by a Materiality Opinion, have no material adverse effect on the interests of the Primary Swap Counterparty.

• The Custodian Agreement may be amended pursuant to Section 8 thereof; provided, however, that no such amendment shall be made unless either (A) the Primary Swap Counterparty consents in writing to such amendment or (B) such amendment will, as evidenced by a Materiality Opinion, have no material adverse effect on the interests of the Primary Swap Counterparty.

• The Trust Sale and Servicing Agreement may be amended from time to time by the Seller, the Servicer and the Owner Trustee in the manner specified by Section 9.01(b) of the Trust Sale and Servicing Agreement; provided, however, that no such amendment shall be made unless either (A) the Primary Swap Counterparty consents in writing to such amendment or (B) the amendment will, as evidenced by a Materiality Opinion, have no material adverse effect on the interests of the Primary Swap Counterparty.

• No supplemental indenture shall be entered into under Section 9.1(b) or 9.2 of the Indenture unless either (A) the Primary Swap Counterparty consents in writing to such amendment or (B) such supplemental indenture will, as evidenced by a Materiality Opinion, have no material adverse effect on the interests of the Primary Swap Counterparty.

• The Owner Trustee shall furnish notice to the Primary Swap Counterparty and to each of the Rating Agencies prior to obtaining consent to any proposed amendment under Section 8.2 of the Trust Agreement; provided, however, that no amendment shall be made unless either (A) the Primary Swap Counterparty consents in writing to such amendment or (B) the amendment will, as evidenced by a Materiality Opinion, have no material adverse effect on the interests of the Primary Swap Counterparty.

• The Owner Trustee shall furnish notice to the Swap Counterparty and to each of the Rating Agencies prior to obtaining consent to any proposed amendment under Section 8.2 of the Trust Agreement; provided, however, that no amendment shall be made unless either (A) the Swap Counterparty consents in writing to such amendment or (B) the amendment will, as evidenced by a Materiality Opinion, have no material adverse effect on the interests of the Swap Counterparty.

• The Administration Agreement may be amended from time to time, in the manner specified by Section 11 of the Administration Agreement; provided, however, that no such amendment (other than any amendment pursuant to Section 11(a) of the Administration Agreement) shall be made unless either (A) the Swap Counterparty consents in writing to such amendment or (B) such amendment will, as evidenced by a Materiality Opinion, have no material adverse effect on the interests of the Swap Counterparty.

• No supplemental indenture shall be entered into under Section 9.1(b) or 9.2 of the Indenture unless either (A) the Primary Swap Counterparty consents in writing to such supplemental indenture (such consent not to be unreasonably withheld) or (B) such supplemental indenture will, as evidenced by a Materiality Opinion, have no material adverse effect on the interests of the Primary Swap Counterparty.

More Definitions of Materiality Opinion

Materiality Opinion has the meaning set forth in the Swap Counterparty Rights Agreement.]

Materiality Opinion. A written opinion of Kirkland & Ellis LLP or another nationally recognized law firm experiexxxx xx secxxxxxzation matters reasonably acceptable to the Swap Counterparty, addressed to the Swap Counterparty and in form and substance reasonably satisfactory to the Swap Counterparty.

Materiality Opinion. A written opinion of Kirkland & Ellis LLP, Mayer Brown Rowe & Maw LLP or another nationaxxx xxxxgnixxx xaw firx xxxxxxxxxxx xx securitization matters reasonably acceptable to the Swap Counterparty, addressed to the Swap Counterparty and in form and substance reasonably satisfactory to the Swap Counterparty.