Common use of Approval of Counsel Clause in Contracts

Approval of Counsel. All actions, proceedings, instruments and documents required to carry out this Agreement or incidental thereto, and all other related legal matters, shall have been approved as to form and substance by counsel to Seller, which approval shall not be unreasonably withheld or delayed.

Appears in 6 contracts

Samples: Asset Purchase Agreement (P&f Industries Inc), Asset Purchase Agreement (Nextphase Wireless, Inc.), Agreement and Plan of Reorganization (Myturn Com Inc)

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Approval of Counsel. All actions, proceedings, instruments and documents required to carry out this Agreement Agreement, or incidental thereto, and all other related legal matters, shall have been approved as to form and substance by counsel to SellerPurchaser, which approval shall not be unreasonably withheld or delayed.

Appears in 6 contracts

Samples: Asset Purchase Agreement (P&f Industries Inc), Asset Purchase Agreement (Nextphase Wireless, Inc.), Asset Purchase Agreement (Compu Dawn Inc)

Approval of Counsel. All actions, proceedings, instruments and documents reasonably required to carry out the transactions contemplated by this Agreement or incidental thereto, thereto and all other related legal matters, matters shall have been approved as to form and substance by counsel to Sellerfor the Purchaser, which approval shall not be unreasonably withheld or delayed, and such counsel shall have been furnished with such certified copies of actions and proceedings and other such instruments and documents as such counsel shall have reasonably requested.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Denali Inc), 1 Stock Purchase Agreement (Denali Inc), Asset Purchase Agreement (Denali Inc)

Approval of Counsel. All actions, proceedings, instruments and documents required or incidental to carry carrying out this Agreement or incidental thereto, and all other related legal matters, matters shall have been approved as to form and substance by counsel to Seller, which approval shall not be unreasonably withheld or delayedPurchaser.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Rush Enterprises Inc \Tx\), Asset Purchase Agreement (Rush Enterprises Inc \Tx\)

Approval of Counsel. All actions, proceedings, instruments and documents required to carry out the transactions contemplated by this Agreement or incidental thereto, thereto and all other related legal matters, matters shall have been approved as to form and substance by counsel to Sellerfor the Sellers, which approval and such counsel shall not be unreasonably withheld or delayedhave been furnished with such certified copies of actions and proceedings and other such instruments and documents as such counsel shall have reasonably requested.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Denali Inc), Asset Purchase Agreement (Denali Inc)

Approval of Counsel. All actions, proceedings, instruments and documents required to carry out this Agreement or incidental theretounder the conditions of the Closing as provided in Section 8.3 hereof, and all other related legal matters, shall have been approved as to form and substance by counsel Counsel to Sellerthe Companies and Shareholders, which approval shall not be unreasonably withheld or delayed.

Appears in 2 contracts

Samples: Employment Agreement (Paravant Computer Systems Inc /Fl/), Employment Agreement (Paravant Computer Systems Inc /Fl/)

Approval of Counsel. All actions, proceedings, instruments and documents required to carry out this Agreement or incidental thereto, and all other related legal matters, shall have been approved as to form and substance by counsel to SellerCompany's counsel, which approval shall not be unreasonably withheld or delayed.

Appears in 2 contracts

Samples: Investment Agreement (American Interactive Media Inc), Investment Agreement (Compass Knowledge Holdings Inc)

Approval of Counsel. All actions, proceedings, instruments and documents required or incidental to carry carrying out this Agreement or incidental thereto, and all other related legal matters, matters shall have been approved as to form and substance by counsel to Seller, which approval shall not be unreasonably withheld or delayed.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Rush Enterprises Inc \Tx\), Asset Purchase Agreement (Rush Enterprises Inc \Tx\)

Approval of Counsel. All actions, proceedings, instruments and documents required to carry out the transactions contemplated by this Agreement or incidental thereto, thereto and all other related legal matters, matters shall have been approved as to form and substance by counsel to for the Seller, which approval shall not be unreasonably withheld or delayed.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Denali Inc), Stock Purchase Agreement (Denali Inc)

Approval of Counsel. All actions, proceedings, instruments and documents required to carry out this Agreement or incidental thereto, and all other related legal matters, shall have been approved as to form and substance by counsel to SellerTarget, which approval shall not be unreasonably withheld or delayed.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Planetrx Com), Agreement and Plan of Merger (Certron Corp)

Approval of Counsel. All actions, proceedings, instruments and documents required to carry out this Agreement Agreement, or incidental theretounder the conditions of the Closing as provided in Section 8.3, and all other related legal matters, matters shall have been approved as to the form and substance by counsel Counsel to Sellerthe Purchaser, which approval shall not be unreasonably withheld or delayed.

Appears in 2 contracts

Samples: Employment Agreement (Paravant Computer Systems Inc /Fl/), Employment Agreement (Paravant Computer Systems Inc /Fl/)

Approval of Counsel. All actions, proceedings, instruments and documents required to carry out this Agreement or incidental thereto, and all other related legal matters, shall have been approved as to form and substance by counsel to SellerPurchaser, which approval shall not be unreasonably withheld or delayed.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (Maui General Store Inc), Stock Purchase Agreement (Maui General Store Inc)

Approval of Counsel. All actions, proceedings, instruments and documents required to carry out this Agreement or for incidental thereto, and all other related legal matters, shall have been approved as to form and substance by counsel to Sellerthe Shareholders, which approval shall not be unreasonably withheld or delayed.

Appears in 1 contract

Samples: Stock Purchase Agreement (Maui General Store Inc)

Approval of Counsel. All actions, proceedings, instruments and documents required to carry out this Agreement or incidental thereto, and all other related legal matters, shall have been approved as to form and substance by counsel to Sellerthe Member, which approval shall not be unreasonably withheld or delayed.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Maui General Store Inc)

Approval of Counsel. All actions, proceedings, instruments and documents reasonably required to carry out the transactions contemplated by this Agreement or incidental thereto, the completed Schedules and all other related legal matters, matters shall have been approved as to form and substance by counsel to Sellerfor the Purchaser, which approval shall not be unreasonably withheld or delayed, and such counsel shall have been furnished with such certified copies of actions and proceedings and other such instruments and documents as such counsel shall have reasonably requested.

Appears in 1 contract

Samples: Stock Purchase Agreement (Denali Inc)

Approval of Counsel. All actions, proceedings, instruments and documents reasonably required to carry out the transactions contemplated by this Agreement or incidental thereto, thereto and all other related legal matters, matters shall have been approved as to form and substance by counsel to Sellerfor the Purchaser, which approval shall not be unreasonably withheld or delayed, and such counsel shall have been furnished with such certified copies of actions and proceedings and other such instruments and documents as such counsel shall have reasonably requested.

Appears in 1 contract

Samples: Asset Purchase Agreement (Denali Inc)

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Approval of Counsel. All actionsactixxx, proceedingsxxxxxxxxngs, instruments and documents required to carry out this Agreement or incidental thereto, and all other related legal matters, shall have been approved as to form and substance by counsel to SellerPurchaser, which approval shall not be unreasonably withheld or delayed.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Planetrx Com)

Approval of Counsel. All actions, proceedings, instruments and documents required to carry out this Agreement Agreement, or incidental thereto, and all other related legal matters, matters shall have been approved as to the form and substance by counsel to SellerWorld, which approval shall not be unreasonably withheld or delayed.

Appears in 1 contract

Samples: Merger Agreement and Plan (Texxar Inc)

Approval of Counsel. All actions, proceedings, instruments and documents required or incidental to carry out this Agreement or incidental Agreement, including all schedules and exhibits thereto, and all other related legal matters, matters shall have been approved as to form and substance by counsel to Seller, which approval shall not be unreasonably withheld or delayedthe Acquiring Companies.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Onsource Corp)

Approval of Counsel. All actions, proceedings, instruments and documents required to carry out this Agreement or incidental thereto, and all other related legal matters, shall have been approved as to form and substance by counsel to SellerBuyer, which approval shall not be unreasonably withheld or delayed.

Appears in 1 contract

Samples: Agreement (Rexall Sundown Inc)

Approval of Counsel. All actions, proceedings, instruments and documents required to carry out be delivered to Buyer in connection with this Agreement or incidental theretoAgreement, and all other related legal matters, shall have been reasonably approved as to form and substance by counsel to Seller, which approval shall not be unreasonably withheld or delayedfor Buyer.

Appears in 1 contract

Samples: Asset Purchase Agreement (Response Usa Inc)

Approval of Counsel. All actions, proceedings, instruments and documents required to carry out this Agreement Agreement, or incidental thereto, and all other related legal matters, matters shall have been approved as to the form and substance by counsel to SellerPurchaser, which approval shall not be unreasonably withheld or delayed.

Appears in 1 contract

Samples: Asset Purchase Agreement (Electric & Gas Technology Inc)

Approval of Counsel. All actions, proceedings, instruments and documents required to carry out this Agreement or incidental thereto, and all other related legal matters, shall have been approved as to form and substance by counsel to Sellerthe Company, which approval shall not be unreasonably withheld or delayed.

Appears in 1 contract

Samples: Merger Agreement and Plan (Texxar Inc)

Approval of Counsel. All actions, proceedings, instruments and documents required to carry out this Agreement or incidental thereto, and all other related legal matters, shall have been approved as to form and substance by counsel to Sellerthe Company's counsel, which approval shall not be unreasonably withheld or delayed.

Appears in 1 contract

Samples: Investment Agreement (Americas Shopping Mall Inc)

Approval of Counsel. All actions, proceedings, instruments and documents required to carry out the transactions contemplated by this Agreement or incidental thereto, thereto and all other related legal matters, matters shall have been approved as to form and substance by counsel to for Seller, which approval shall not be unreasonably withheld or delayed.

Appears in 1 contract

Samples: 1 Stock Purchase Agreement (Denali Inc)

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