In-House Counsel Legal Opinion


Summary

This form legal opinion is delivered by the borrower’s counsel to the lenders in a syndicated loan transaction. It is addressed to the initial lender, agent, collateral agent, swing line lender, or letter of credit issuer. This form includes practical guidance and drafting notes.It is standard commercial practice in the United States for lenders to receive a legal opinion as a condition precedent to closing a credit agreement. Legal opinions are sometimes delivered by the borrower's in-house counsel, sometimes by the borrower's outside counsel or, alternatively, both in-house and outside counsel can deliver opinions covering separate matters. Opinions from outside counsel are desirable because law firms have expertise in specialized areas of the law that are important to lenders (not easily covered by in-house counsel) and because an outside law firm is an additional party that the lenders can hold accountable if the opinion proves to be incorrect. In-house counsel, on the other hand, ...