Common use of Approval of Buyer's Counsel Clause in Contracts

Approval of Buyer's Counsel. All actions, proceedings, instruments and documents required to carry out this Agreement and the transactions contemplated hereby and all related legal matters contemplated by this Agreement shall have been approved by Goodxxx, Xxocter & Hoar XXX as counsel for Buyer, and such counsel shall have received on behalf of Buyer such other certificates, opinions, and documents in form satisfactory to such counsel, as Buyer may reasonably require from Seller and the Stockholder to evidence compliance with the terms and conditions hereof as of the Closing and the correctness as of the Closing of the representations and warranties of the Stockholder and Seller and the fulfillment of their respective covenants.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Xircom Inc), Asset Purchase Agreement (Brooktrout Technology Inc)

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Approval of Buyer's Counsel. All actions, proceedings, instruments and documents required to carry out this Agreement and the transactions contemplated hereby and all related legal matters contemplated by this Agreement shall have been approved by Goodxxx, Xxocter & Hoar XXX XXX, as counsel for BuyerBuyers, and such counsel shall have received on behalf of each Buyer such other certificates, opinions, opinions and documents in form satisfactory to such counsel, as such Buyer may reasonably require from the Seller and the Stockholder to evidence compliance with the terms and conditions hereof as of the Closing and the correctness as of the Closing of the representations and warranties of the Stockholder and Seller and the fulfillment of their respective covenants.

Appears in 1 contract

Samples: Stock and Asset Purchase Agreement (Axcess Inc/Tx)

Approval of Buyer's Counsel. All actions, proceedings, instruments and documents required to carry out this Agreement and the transactions contemplated hereby and all related legal matters contemplated by this Agreement shall have been reasonably approved by Goodxxx, Xxocter & Hoar XXX as counsel for Buyer, and such counsel shall have received on behalf of Buyer such other certificates, opinions, certificates and other documents in form satisfactory to such counsel, as Buyer may reasonably require from Seller the Company, the Stockholder and the Stockholder Primary Parties to evidence compliance with the terms and conditions hereof as of the Closing and the correctness as of the Closing of the representations and warranties of the Stockholder Stockholder, the Primary Parties and Seller the Company and the fulfillment of their respective covenants.

Appears in 1 contract

Samples: Stock Purchase Agreement (Marketing Specialists Corp)

Approval of Buyer's Counsel. All actions, proceedings, instruments and documents required to carry out this Agreement and the transactions contemplated hereby and all related legal matters contemplated by this Agreement shall have been approved by GoodxxxXxxxxxx, Xxocter Procter & Hoar XXX Xxxx LLP as counsel for Buyer, and such counsel shall have received on behalf of Buyer such other certificates, opinions, and documents in form satisfactory to such counselcounsel for Buyer, as Buyer may reasonably require from Seller and the Stockholder Stockholders to evidence compliance with the terms and conditions hereof as of the Closing and the correctness as of the Closing of the representations and warranties of Seller and the Stockholder and Seller Stockholders and the fulfillment of their respective covenants.

Appears in 1 contract

Samples: Asset Purchase Agreement (Webhire Inc)

Approval of Buyer's Counsel. All actions, proceedings, instruments and documents required to carry out this Agreement and the transactions contemplated hereby and all related legal matters contemplated by this Agreement shall have been approved by Goodxxx, Xxocter & Hoar XXX as counsel for Buyer, and such counsel shall have received on behalf of Buyer such other certificates, opinions, certificates and other documents in form satisfactory to such counsel, as Buyer may reasonably require from Seller the Company and the Stockholder Stockholders to evidence compliance with the terms and conditions hereof as of the Closing and the correctness as of the Closing of the representations and warranties of the Stockholder Stockholders and Seller the Company and the fulfillment of their respective covenants.

Appears in 1 contract

Samples: Stock Purchase Agreement (Marketing Specialists Corp)

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Approval of Buyer's Counsel. All actions, proceedings, instruments and documents required to carry out this Agreement and the transactions contemplated hereby and all related legal matters contemplated by this Agreement shall have been approved by Goodxxx, Xxocter & Hoar XXX as counsel for Buyer, and such counsel shall have received on behalf of Buyer such other certificates, opinions, and documents in form satisfactory to such counsel, as Buyer may reasonably require from Seller the Company and the Stockholder Holders to evidence compliance with the terms and conditions hereof as of the Closing and the correctness as of the Closing of the representations and warranties of the Stockholder Holders and Seller the Company and the fulfillment of their respective covenants.

Appears in 1 contract

Samples: Stock Purchase Agreement (Nextera Enterprises Inc)

Approval of Buyer's Counsel. All actions, proceedings, instruments and documents required to carry out this Agreement and the transactions contemplated hereby and all related legal matters contemplated by this Agreement shall have been approved by GoodxxxXxXxxxxxx, Xxocter Will & Hoar XXX Xxxxx, as counsel for Buyer, and such counsel shall have received on behalf of Buyer such other certificates, opinions, and documents in form satisfactory to such counsel, counsel as Buyer may reasonably require from Seller the Company and the Stockholder Stockholders to evidence compliance with the terms and conditions hereof as of the Closing and the correctness as of the Closing of the representations and warranties of the Stockholder Stockholders and Seller the Company and the fulfillment of their respective covenants.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Primix)

Approval of Buyer's Counsel. All actions, proceedings, instruments and documents required to carry out this Agreement and the transactions contemplated hereby and all related legal matters contemplated by this Agreement shall have been approved by Goodxxx, Xxocter & Hoar XXX as counsel for Buyer, and such counsel shall have received on behalf of Buyer such other certificates, opinions, and documents in form satisfactory to such counsel, as Buyer may reasonably require from Seller and the Stockholder Members to evidence compliance with the terms and conditions hereof as of the Closing and the correctness as of the Closing of the representations and warranties of the Stockholder Members and Seller and the fulfillment of their respective covenants.

Appears in 1 contract

Samples: Asset Purchase Agreement (Peoples Bancshares Inc)

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