Legal Opinion of Company Counsel. On or prior to the date that the first Shares are sold pursuant to the terms of this Agreement and within three (3) Trading Days of each Representation Date with respect to which the Company is obligated to deliver a certificate in the form attached hereto as Exhibit 7(n) for which no waiver is applicable, the Company shall cause to be furnished to the Manager written opinions of Xxxxxx Xxxxxxxx LLP (“Company Counsel”), or other counsel satisfactory to the Manager, in form and substance satisfactory to the Manager and its counsel, dated the date that the opinion is required to be delivered, substantially similar to the forms attached hereto as Exhibit 7(o)(1) and Exhibit 7(o)(2), respectively, modified, as necessary, to relate to the Registration Statement and the Prospectus as then amended or supplemented; provided, however, that in lieu of such opinions for subsequent Representation Dates, counsel may furnish the Manager with a letter (a “Reliance Letter”) to the effect that the Manager may rely on a prior opinion delivered under this Section 7(o) to the same extent as if it were dated the date of such letter (except that statements in such prior opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended or supplemented at such Representation Date).
Legal Opinion of Company Counsel. On the date the first Placement Notice is given hereunder, the Company shall cause to be furnished to RBS Securities:
(i) a written opinion and a supplemental “negative assurances” letter, each dated as of the date of such Placement Notice, of Proskauer Rose LLP (“Company Counsel”), in the form of Exhibit 7(n)(i) and 7(n)(ii) hereto.
(ii) a written opinion with respect to certain tax matters in connection with the issuance and sale of Common Stock, dated as of the date of such Placement Notice, of Company Counsel, in the form of Exhibit 7(n)(iii) hereto.
(iii) a written opinion, dated as of the date of such Placement Notice, of Xxxxxxx LLP (“Maryland Counsel”), in the form of Exhibit 7(n)(iv) hereto; Within three Trading Days of each subsequent Representation Date with respect to which the Company is obligated to deliver a certificate in the form attached hereto as Exhibit 7(m) for which no waiver is applicable, the Company shall cause to be furnished to RBS Securities the written opinions and negative assurance letter of Company Counsel and Maryland Counsel in the foregoing forms; provided, however, that in lieu of such opinions and negative assurance letter, Company Counsel and Maryland Counsel last furnishing such opinion to RBS Securities may furnish to RBS Securities a letter substantially to the effect that RBS Securities may rely on such prior opinion to the same extent as though dated the date of such letter authorizing reliance.
Legal Opinion of Company Counsel. The Agent shall have received the opinion and negative assurance letter of Company Counsel required to be delivered pursuant to Section 7(m) on or before the date on which such delivery of such opinion and negative assurance letter are required pursuant to Section 7(m).
Legal Opinion of Company Counsel. Xxxxxxxxxxx Xxxxx & Xxxxxxxx LLP, -------------------------------- counsel to the Company, shall have delivered a legal opinion, addressed to the Purchasers, in the form attached as Exhibit B hereto. ---------
Legal Opinion of Company Counsel. Xxxxxx X. Xxxxx shall have received the opinion of Company Counsel required to be delivered pursuant to Section 7(n) on or before the date on which such delivery of such opinion is required pursuant to Section 7(n).
Legal Opinion of Company Counsel. Jeffxxx X. Xxxxx, x Professional Corporation, counsel to the Company, shall have delivered a legal opinion, addressed to the Purchasers, in the form attached as Exhibit A hereto.
Legal Opinion of Company Counsel. On or prior to the date of the first Placement Notice given hereunder the Company shall cause to be furnished to the Agent a written opinion and a negative assurance letter of Xxxxxxx & Xxxxxx LLP (“Company Counsel”), or other counsel reasonably satisfactory to the Agent, each in form and substance reasonably satisfactory to the Agent. Thereafter, within five (5) Trading Days of each Representation Date with respect to which the Company is obligated to deliver a certificate in the form attached hereto as Exhibit 7(l) for which no waiver is applicable, the Company shall cause to be furnished to the Agent a negative assurance letter of Company Counsel in form and substance reasonably satisfactory to the Agent; provided that, in lieu of such negative assurance for subsequent periodic filings under the Exchange Act, counsel may furnish the Agent with a letter (a “Reliance Letter”) to the effect that the Agent may rely on the negative assurance letter previously delivered under this Section 7(m) to the same extent as if it were dated the date of such letter (except that statements in such prior letter shall be deemed to relate to the Registration Statement and the Prospectus as amended or supplemented as of the date of the Reliance Letter).
Legal Opinion of Company Counsel. On or before the Closing Date, the Company shall deliver to each Purchaser an opinion of Xxxxxx Xxxxxxxx LLP, counsel to the Company, in form attached hereto as Exhibit A.
Legal Opinion of Company Counsel. The applicable Distribution Agent shall have received the opinion of Company Counsel required to be delivered pursuant to Section 7(n) on or before the date on which such delivery of such opinion is required pursuant to Section 7(n).
Legal Opinion of Company Counsel. The Parent shall have received from counsel for the Company an opinion dated as of the Closing Date, in the form attached hereto as Exhibit C.
