Preference Opinion definition

Preference Opinion means an opinion of Bond Counsel addressed to the Trustee stating in effect that the use of the funds to which the opinion relates for the purchase of Bonds or for the payment of the principal of, premium, if any, or interest on the Bonds, as the case may be, will not, upon the occurrence of a Bankruptcy Condition on or after the date of such opinion, constitute a preference payment under the United States Bankruptcy Code (taking into account the “insider” provisions thereof) or a payment of similar import (that is, a payment subject to disgorgement upon the occurrence of certain bankruptcy events) under the then applicable Federal and State bankruptcy, insolvency and reorganization laws.
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Preference Opinion means, with respect to any moneys intended to be used to pay Debt Service, an unqualified opinion of counsel of national recognition experienced in bankruptcy matters that payment of such moneys to the Holders would not constitute an avoidable preference under Section 547 of the Bankruptcy Code recoverable under Section 550 thereof in the event of the filing of a petition thereunder by or against the Company or by the Issuer.
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Preference Opinion means, with respect to any moneys intended to be used to pay Debt Service, an unqualified opinion of counsel of national recognition experienced in bankruptcy matters that payment of such moneys to the Holders would not constitute an avoidable preference under Section 547 of the Bankruptcy Code recoverable under Section 550 thereof in the event of the filing of a petition thereunder by or against the Company or by the IDB.
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Examples of Preference Opinion in a sentence

  • Respondents must complete and submit Form A, Business Response Form and Form B, Foreign State Preference Opinion Form.

  • Tab B: Required FormsRespondents must complete and submit Form A, Business Response Form and, if Respondent’s principle place of business is outside of the State of Florida, Form B, Foreign State Preference Opinion Form.Respondents must complete Form C, Client Reference Form, for three (3) Clients to whom Respondent has provided commodities and/or contractual services of similar scope and size as those identified in the RFP.

  • Tab B: Required FormsRespondents must complete and submit Form A, Business Response Form and Form B, Foreign State Preference Opinion Form.Respondents must complete Form C, Client Reference Form, for three (3) Clients to whom Respondent has provided commodities and/or contractual services of similar scope and size as those identified in the RFP.

  • Tab B: Required FormsRespondents must complete and submit Form A, Business Response Form and, if Respondent’s principal place of business is outside of the State of Florida, Form B, Foreign State Preference Opinion Form.Respondents must complete Form C, Client Reference Form, for three (3) Clients to whom Respondent has provided commodities and/or contractual services of similar scope and size as those identified in the RFP.

  • Key WordsVehicle choice, Fleet Evolution, Vehicle Ownership, Plug-In Hybrid Electric Vehicles (PHEVs), Climate Change Policy, Stated Preference, Opinion Survey, Microsimulation18.

  • The provisions of this Indenture and the Loan Agreement which require that particular funds be Eligible Funds or that require a Preference Opinion with respect thereto shall not apply if no Credit Facility is outstanding.

  • Consistent with section 287.084(2), Florida Statute, if the Respondent’s principal place of business is outside the State of Florida, the Respondent must have an attorney who is licensed to practice law in the state of their principal place of business complete Attachment G, Foreign State Preference Opinion, and submit it with their Bid if applicable.

  • Appendix Item -------- ---- A Opinion of Counsel to Borrower B Approving Opinion of Bond Counsel C Preference Opinion of Bond Counsel D Opinion of Counsel to Letter of Credit Bank E Opinion of Counsel to the Issuer APPENDIX A [Letterhead of Counsel to Borrower] __________, 0000 Xxxxxx xx Xxxxxxxx, Xxxxxxxx 0000 X.

  • Tab B: Required FormsRespondents must complete and submit Form A, Business Response Form and, if Respondent’s principal place of business is outside of the State of Florida, Form B, Foreign State Preference Opinion Form.Respondents must complete Form C, Client Reference Form, for two (2) Clients to whom Respondent has provided commodities and/or contractual services of similar scope and size as those identified in the ITN.

  • Tab B: Required FormsRespondents must complete and submit Form A, Business Response Form and, if Respondent’s principal place of business is outside of the State of Florida, Form B, Foreign State Preference Opinion Form.Respondents must complete Form C, Client Reference Form, for three (3) Clients to whom Respondent has provided commodities and/or contractual services similar to those identified in the RFP.


More Definitions of Preference Opinion

Preference Opinion means an opinion of nationally recognized Counsel experienced in bankruptcy matters to the effect that the payment of principal, interest and premium (if any) on the Bonds made solely with drawings under the Letter of Credit and the payment of the Purchase Price of any Bonds made solely from the proceeds of the remarketing of the Bonds and/or drawings under the Letter of Credit will not be considered an avoidable “preferential transfer” by the Company or the Issuer under the United States Bankruptcy Code in the event of the commencement of a bankruptcy case under the United States Bankruptcy Code by the Issuer or by or against the Company or any Affiliate of the Company, as debtor. “Principal Office of the Trustee,” “Principal Office of the Paying Agent” or “Principal Office of the Remarketing Agent” is defined in the definitions of Trustee, Paying Agent, and Remarketing Agent herein.
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Preference Opinion means an opinion of nationally recognized counsel experienced in bankruptcy matters to the effect that the payment of principal, interest and premium (if any) on the Bonds will not be considered an avoidable "preferential transfer" by the Company or the Issuer under the United States Bankruptcy Code in the event of the commencement of a bankruptcy case under the United States Bankruptcy Code by the Issuer or by or against the Company or any Affiliate of the Company, as debtor.
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Preference Opinion means an Opinion of Counsel nationally recognized in bankruptcy matters and acceptable to the Trustee to the effect that the purchase price paid to the holders of the Class A Notes and the amounts paid to the Insurer by the holders of the Class B Notes would not constitute a voidable preference under Section 547 of the Bankruptcy Code if the purchaser of the Class A Notes were to become a debtor under the Bankruptcy Code.
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Related to Preference Opinion

  • REMIC Opinion An Independent Opinion of Counsel, to the effect that the proposed action described therein would not, under the REMIC Provisions, (i) cause any REMIC created hereunder to fail to qualify as a REMIC while any regular interest in such REMIC is outstanding, (ii) result in a tax on prohibited transactions with respect to any REMIC created hereunder or (iii) constitute a taxable contribution to any REMIC created hereunder after the Startup Day.

  • Covenant Defeasance Option is defined in Section 4.01(b) of the Indenture.

  • Issuer Tax Opinion means with respect to any action, an Opinion of Counsel to the effect that, for federal income tax purposes and subject to customary assumptions and qualifications for opinions of this type, (a) such action will not adversely affect the tax characterization as debt of any Notes that were characterized as debt at the time of their issuance, and (b) following such action neither the Issuer nor the Titling Trust will be treated as an association (or publicly traded partnership) taxable as a corporation.

  • Debt-For-Tax Opinion means an Opinion of Counsel, of nationally recognized tax counsel, delivered to the Depositor and the Indenture Trustee stating that the Notes will be debt for United States federal income tax purposes.

  • Nondisqualification Opinion An Opinion of Counsel, prepared at the Trust’s expense and payable from the Collection Account, that a contemplated action will not cause (i) either the Lower-Tier REMIC or the Upper-Tier REMIC to fail to qualify as a REMIC or (ii) a “prohibited transaction” or “prohibited contributions” tax to be imposed on either the Lower-Tier REMIC or the Upper-Tier REMIC at any time that any Certificates are outstanding.

  • Performance Option means an Incentive Stock Option or Nonqualified Stock Option, the grant of which or the exercisability of all or a portion of which is contingent upon the attainment of specified Performance Measures within a specified Performance Period.

  • Second opinion means an opportunity or requirement to obtain a clinical evaluation by a provider other than the one originally making a recommendation for a proposed health service to assess the clinical necessity and appropriateness of the initial proposed health service.

  • Legal Defeasance Option is defined in Section 4.01(b) of the Indenture.

  • Collateral Tax Event means at any time, as a result of the introduction of a new, or any change in, any home jurisdiction or foreign tax statute, treaty, regulation, rule, ruling, practice, procedure or judicial decision or interpretation (whether proposed, temporary or final), interest payments due from the Obligors of any Collateral Debt Obligations in relation to any Due Period becoming properly subject to the imposition of home jurisdiction or foreign withholding tax (other than where such withholding tax is compensated for by a “gross-up” provision in the terms of the Collateral Debt Obligation or such requirement to withhold is eliminated pursuant to a double taxation treaty so that the Issuer as holder thereof is held completely harmless from the full amount of such withholding tax on an after-tax basis) so that the aggregate amount of such withholding tax on all Collateral Debt Obligations in relation to such Due Period is equal to or in excess of 6% of the aggregate interest payments due (for the avoidance of doubt, excluding any additional interest arising as a result of the operation of any gross-up provision) on all Collateral Debt Obligations in relation to such Due Period.

  • Initial Certificate Transfer Opinion means an opinion rendered by nationally recognized tax counsel (i) upon the initial transfer by the Depositor of a Certificate that results in the Issuer being treated as a partnership for United States federal income tax purposes and (ii) while any Note retained by the Issuer or a Person that is considered the same Person as the Issuer for United States federal income tax purposes is outstanding that (x) such Note will be debt for United States federal income tax purposes or (y) the transfer by the Depositor of such Certificate will not cause the Issuer to be treated as an association or publicly traded partnership taxable as a corporation.

  • Fairness Opinion has the meaning set forth in Section 4.22.

  • Series A Issue Price means $39.2253 per Series A Preferred Unit.

  • Affected Reference Entity means, in respect of a Specified Payment Date, that the Reference Entity was a Non-Determined Reference Entity as of the Cut-off Date relating to that Specified Payment Date (in each case determined by reference to Greenwich Mean Time (or, if the relevant Standard is Japan or Japan Sovereign, Tokyo time)) or that a Deferral Notice has been given to the Company after the Cut-off Date relating to that Specified Payment Date but on or prior to that Specified Payment Date (in each case determined by reference to Greenwich Mean Time).

  • Preference Amount means any amount previously distributed to an Owner on the Obligations that is recoverable and sought to be recovered as a voidable preference by a trustee in bankruptcy pursuant to the United States Bankruptcy Code (11 U.S.C.), as amended from time to time, in accordance with a final nonappealable order of a court having competent jurisdiction.

  • Non-Consolidation Opinion means that certain substantive non-consolidation opinion delivered to Lender by Xxxxx Day in connection with the closing of the Loan.

  • Withdrawal Opinion of Counsel has the meaning assigned to such term in Section 11.1(b).

  • Unqualified Tax Opinion means an unqualified reasoned “will” opinion of Qualified Tax Counsel, which opinion is reasonably acceptable to each of the Parties and upon which each of the Parties may rely to confirm that a transaction (or transactions) will not result in Distribution Taxes. For purposes of this definition, an opinion is reasoned if it describes the reasons for the conclusions, including the facts and analysis supporting the conclusions.

  • Make-Whole Fundamental Change Period shall have the meaning specified in Section 14.03(a).

  • Senior Principal Distribution Amount As to any Distribution Date, the sum of (i) the Senior Percentage of all amounts described in subclauses (a) through (d) of clause (i) of the definition of Non-PO Formula Principal Amount for such Distribution Date, (ii) with respect to any Mortgage Loan that became a Liquidated Mortgage Loan during the calendar month preceding the month of such Distribution Date, the lesser of (x) the Senior Percentage of the applicable Non-PO Percentage of the Stated Principal Balance of such Mortgage Loan and (y) either (A) the Senior Prepayment Percentage of the applicable Non-PO Percentage of the amount of the Liquidation Proceeds allocable to principal received on the Mortgage Loan or (B), if an Excess Loss was sustained with respect to such Liquidated Mortgage Loan during such preceding calendar month, the Senior Percentage of the amount of the Liquidation Proceeds allocable to principal received with respect to such Mortgage Loan, and (iii) the sum of (x) the Senior Prepayment Percentage of the applicable Non-PO Percentage of the amounts described in subclause (f) of clause (i) of the definition of Non-PO Formula Principal Amount for such Distribution Date, and (y) the Senior Prepayment Percentage of any Subsequent Recoveries described in clause (ii) of the definition of Non-PO Formula Principal Amount for such Distribution Date; provided, however, that if a Bankruptcy Loss that is an Excess Loss is sustained with respect to a Mortgage Loan that is not a Liquidated Mortgage Loan, the Senior Principal Distribution Amount will be reduced on the related Distribution Date by the Senior Percentage of the applicable Non-PO Percentage of the principal portion of such Bankruptcy Loss.

  • Floating Investor Percentage means, with respect to any Monthly Period, the percentage equivalent of a fraction, the numerator of which is the Adjusted Investor Interest as of the close of business on the last day of the prior Monthly Period (or with respect to the first Monthly Period, the Initial Investor Interest) and the denominator of which is the greater of (a) the sum of (i) the aggregate amount of Principal Receivables as of the close of business on the last day of the prior Monthly Period (or with respect to the first calendar month in the first Monthly Period, the aggregate amount of Principal Receivables in the Trust as of the close of business on the day immediately preceding the Closing Date, and with respect to the second calendar month in the first Monthly Period, the aggregate amount of Principal Receivables as of the close of business on the last day of the first calendar month in the first Monthly Period) and (ii) the Excess Funding Amount as of the close of business on such last day of the prior Monthly Period and (b) the sum of the numerators used to calculate the Investor Percentages (as such term is defined in the Agreement) for allocations with respect to Finance Charge Receivables, Default Amounts or Principal Receivables, as applicable, for all outstanding Series on such date of determination; provided, however, that with respect to any Monthly Period in which an Addition Date occurs or in which a Removal Date occurs, the amount determined pursuant to clause (a)(i) hereof shall be the quotient of (A) the sum of (I) the aggregate amount of Principal Receivables in the Trust as of the close of business on the last day of the prior Monthly Period multiplied by the actual number of days in the period from and including the first day of such Monthly Period to but excluding the related Addition Date or Removal Date and (II) the aggregate amount of Principal Receivables in the Trust as of the beginning of the day on the related Addition Date or Removal Date after adjusting for the aggregate amount of Principal Receivables added to or removed from the Trust on the related Addition Date or Removal Date, multiplied by the actual number of days in the period from and including the related Addition Date or Removal Date to and including the last day of such Monthly Period divided by (B) the actual number of days in such Monthly Period.

  • Form of Fundamental Change Repurchase Notice means the “Form of Fundamental Change Repurchase Notice” attached as Attachment 2 to the Form of Note attached hereto as Exhibit A.

  • Ending Stock Price means the average of the closing prices of the Common Stock or the shares of the Peer Group, as applicable, for the 20 trading days up to and including (if a trading day) the last day of the Performance Period.

  • Form of Fundamental Change Purchase Notice means the “Form of Fundamental Change Purchase Notice” attached as Attachment 2 to the Form of Note attached hereto as Exhibit A.

  • Term SOFR Reference Rate means the forward-looking term rate based on SOFR.

  • Below Investment Grade Rating Event means the rating on the Notes is lowered in respect of a Change of Control and the Notes are rated below Investment Grade by both Rating Agencies on any date from the date of the public notice of an arrangement that could result in a Change of Control until the end of the 60-day period following public notice of the occurrence of a Change of Control (which period shall be extended until the ratings are announced if during such 60 day period the rating of the Notes is under publicly announced consideration for possible downgrade by either of the Rating Agencies); provided that a Below Investment Grade Rating Event otherwise arising by virtue of a particular reduction in rating shall not be deemed to have occurred in respect of a particular Change of Control (and thus shall not be deemed a Below Investment Grade Rating Event for purposes of the definition of Change of Control Repurchase Event hereunder) if the Rating Agencies making the reduction in rating to which this definition would otherwise apply do not announce or publicly confirm or inform the Company in writing at its request that the reduction was the result, in whole or in part, of any event or circumstance comprised of or arising as a result of, or in respect of, the applicable Change of Control (whether or not the applicable Change of Control shall have occurred at the time of the Below Investment Grade Rating Event).