Counsel Letters. The counsel specified in Section 4.07, or other counsel selected by the Company and reasonably satisfactory to Sales Agent shall have furnished to Sales Agent their written opinions, dated the Closing Date and each applicable date referred to in Section 4.07 hereof that is on or prior to such Issuance Date or Settlement Date, as the case may be, to the effect required by Section 4.07.
Counsel Letters. The counsel specified in Section 4.07, or other counsel selected by the Transaction Entities and reasonably satisfactory to BNYMCM shall have furnished to BNYMCM their written opinions, dated the Closing Date and each applicable date referred to in Section 4.07 hereof that is on or prior to such Issuance Date or Settlement Date, as the case may be, to the effect required by Section 4.07.
Counsel Letters. The counsel specified in Section 4.07, or other counsel selected by the Transaction Entities and reasonably satisfactory to Xxxxxx Xxxxxxx shall have furnished to Xxxxxx Xxxxxxx their written opinions, dated the Closing Date and each applicable date referred to in Section 4.07 hereof that is on or prior to such Issuance Date or Settlement Date, as the case may be, to the effect required by Section 4.07.
Counsel Letters. (i) The counsel specified in Section 4.07, or other counsel selected by the Company and reasonably satisfactory to Xxxxxxx Xxxxx, shall have furnished to Xxxxxxx Xxxxx their written opinion required to be delivered pursuant to Section 4.07 on or before the date on which satisfaction of this condition is determined; (ii) Sidley Austin LLP, counsel for Xxxxxxx Xxxxx and the Alternative Sales Agent, shall have furnished to Xxxxxxx Xxxxx its negative assurance letter in form and substance satisfactory to Xxxxxxx Xxxxx dated the Closing date and before each Issuance Date or Settlement Date as the case may be.
Counsel Letters. The counsel specified in Section 2.02, or other counsel selected by the Company and reasonably satisfactory to BNYMCM shall have furnished to BNYMCM their written opinions and letters, required to be delivered pursuant to Section 4.07 on or before the date on which satisfaction of this condition is determined.
Counsel Letters. [Agent] shall have received the favorable opinion of Company Counsel, required to be delivered pursuant to Section 8(o) on or before the date on which such delivery of such opinion is required pursuant to Section 8(o). On or before the date of the first Placement Notice or Terms Agreement and thereafter within three (3) Trading Days of each Representation Date with respect to which the Company is required to cause to be furnished to [Agent] a written opinion of Company Counsel pursuant to Section 8(o), Sidley Austin LLP shall have furnished to [Agent] its negative assurance letter in form and substance satisfactory to [Agent] dated the date the letter is required to be delivered.
Counsel Letters. Each time the Registration Statement or the Prospectus is filed, amended or supplemented (other than by means of (x) an amendment or supplement relating solely to the offering of securities other than the Common Shares issued or issuable pursuant to the Sales Agency Agreements, (y) an Issuance Supplement or (z) a Current Report on Form 8-K, unless filed during a Selling Period and reasonably requested by the Covered Agent within 5 days of the filing thereof with the Commission), including by means of an Annual Report on Form 10-K or a Quarterly Report on Form 10-Q filed with the Commission under the Exchange Act and incorporated or deemed to be incorporated by reference into the Prospectus (each such amendment or supplement an “Opinion Triggering Event”):
(a) The Company shall as soon as practicable thereafter furnish or cause to be furnished to the Covered Agent a written opinion and negative assurance letter of Xxxxxxx Procter LLP, counsel for the Company (or such other counsel selected by the Company and reasonably satisfactory to the Covered Agent) to the effect set forth in Exhibit B-1 hereto, dated the date of delivery and in form reasonably satisfactory to the Covered Agent; provided, that in rendering such opinion and negative assurance letter, Xxxxxxx Procter LLP (or such other counsel selected by the Company and reasonably satisfactory to the Covered Agent) may reasonably rely upon representations and covenants of duly appointed officers of the Company and its subsidiaries (including, without limitation, any such representations, covenants or statements made in certificates provided by such officers to counsel) and may make such assumptions as are customary with commercial practices;
(b) The Company shall as soon as practicable thereafter furnish or cause to be furnished to the Covered Agent a written tax opinion of Xxxxxxx Procter LLP, tax counsel for the Company (or such other tax counsel selected by the Company and reasonably satisfactory to the Covered Agent) to the effect set forth in Exhibit B-2 hereto, dated the date of delivery and in form reasonably satisfactory to the Covered Agent; provided, that in rendering such tax opinion, Xxxxxxx Procter LLP (or such other tax counsel selected by the Company and reasonably satisfactory to the Covered Agent) may reasonably rely upon representations and covenants of duly appointed officers of the Company and its subsidiaries (including, without limitation, any such representations, covenants or stat...
Counsel Letters. The counsel specified in Section 4.07, or other counsel selected by the Transaction Entities and reasonably satisfactory to JPMorgan shall have furnished to JPMorgan their written opinions, dated the Closing Date and each applicable date referred to in Section 4.07 hereof that is on or prior to such Issuance Date or Settlement Date, as the case may be, to the effect required by Section 4.07.
Counsel Letters. The Agents, the Forward Sellers and the Forward Purchasers shall have received the favorable opinions and negative assurance letter of Company Counsel and the favorable opinion of Maryland Counsel required to be delivered pursuant to Section 8(o) on or before the date on which such delivery of such opinions and letter is required pursuant to Section 8(o). On the date of this Agreement and thereafter on each date with respect to which the Company is required to cause to be furnished to the Agents, the Forward Sellers and the Forward Purchasers a written opinion of Company Counsel pursuant to Section 8(o), Axxxxx & Bird LLP or other counsel reasonably satisfactory to the Agents, the Forward Sellers and the Forward Purchasers shall have furnished to the Agents, the Forward Sellers and Forward Purchasers its negative assurance letter in form and substance satisfactory to the Agents, the Forward Sellers and the Forward Purchasers dated the date such letter is required to be delivered.
Counsel Letters. CF&Co shall have received the favorable opinion of Company Counsel, required to be delivered pursuant to Section 7(o) on or before the date on which such delivery of such opinion is required pursuant to Section 7(o). On or before the date of the first Placement Notice and thereafter within three (3) Trading Days of each Representation Date with respect to which the Company is required to cause to be furnished to CF&Co a written opinion of Company Counsel pursuant to Section 7(o), Sidley Austin LLP shall have furnished to CF&Co its negative assurance letter in form and substance satisfactory to CF&Co dated the date the letter is required to be delivered.
