Common use of Opinion and 10b-5 Statement of Counsel for the Underwriter Clause in Contracts

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 13 contracts

Samples: Letter Agreement (Hamilton Lane INC), Hamilton Lane INC, Hamilton Lane INC

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Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date an opinion and 10b-5 statement of Cravath, Swaine & Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 9 contracts

Samples: Underwriting Agreement (CalAtlantic Group, Inc.), Underwriting Agreement (Axalta Coating Systems Ltd.), NewStar Financial, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 7 contracts

Samples: Underwriting Agreement (Michaels Companies, Inc.), Letter Agreement (Michaels Companies, Inc.), Planet Fitness, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 6 contracts

Samples: Underwriting Agreement (Teladoc, Inc.), Sirona Dental (Sirona Dental Systems, Inc.), Acorda Therapeutics Inc

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 6 contracts

Samples: Underwriting Agreement (United States Steel Corp), Underwriting Agreement (United States Steel Corp), CommScope Holding Company, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxx & Xxxxxxxx Xxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 5 contracts

Samples: EVO Payments, Inc., Fox Factory Holding Corp, Underwriting Agreement (Apollo Residential Mortgage, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date an opinion and 10b-5 statement statement, addressed to the Underwriter, of Xxxxx Xxxx Xxxxxx & Xxxxxxxx Xxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 4 contracts

Samples: Presidio, Inc., Presidio, Inc., Presidio, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date Date, an opinion and 10b-5 statement statement, addressed to the Underwriter, of Xxxxx Xxxx Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 4 contracts

Samples: Vertiv Holdings Co, Albany International Corp /De/, Underwriting Agreement (Generac Holdings Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date an opinion and 10b-5 statement of Cravath, Swaine & Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriter, addressed to the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 4 contracts

Samples: Graftech International LTD, Graftech International LTD, Graftech International LTD

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter You shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxx Xxxxxx & Xxxxxxxx Xxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter you may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 4 contracts

Samples: Nielsen N.V., Nielsen N.V., Nielsen N.V.

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxxxx & Xxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 4 contracts

Samples: Lock Up Agreement (Black Knight, Inc.), Lock Up Agreement (Black Knight, Inc.), Black Knight, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxx Xxxxxx & Xxxxxxxx Xxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 4 contracts

Samples: Execution Version (Burlington Stores, Inc.), Execution Version (Burlington Stores, Inc.), Burlington Stores, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Winston & Xxxxxxxx Xxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: CDW Corp, CDW Corp, CDW Corp

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxx & Xxxxxxxx Xxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Underwriting Agreement (EVO Payments, Inc.), Ceridian HCM Holding Inc., Ceridian HCM Holding Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date an opinion and 10b-5 statement Statement of Xxxxx Xxxx & Xxxxxxxx Xxxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Madison Gas & Electric Co, Madison Gas & Electric Co

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxxxxx Xxxx & Xxxxxxxx Xxxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Underwriting Agreement (Third Point Reinsurance Ltd.), Strategic Hotels & Resorts, Inc

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxxxx, Xxxx & Xxxxxxxx Xxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Underwriting Agreement (Insulet Corp), Underwriting Agreement (Insulet Corp)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxx & Xxxxxxxx Bird LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Underwriting Agreement (Southern National Bancorp of Virginia Inc), Southern National Bancorp of Virginia Inc

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx LLPfrom DLA Piper LLP (US), counsel for the Underwriter, such opinion or opinions and 10b-5 Statement, dated such Closing Date, with respect to such matters as the Underwriter may reasonably requestrequire, and the Company and the Selling stockholders shall have furnished to such counsel shall have received such documents and information as they may reasonably request to enable for enabling them to pass upon such matters.

Appears in 2 contracts

Samples: Underwriting Agreement (AerSale Corp), Underwriting Agreement (AerSale Corp)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter You shall have received on and as of the Closing Date an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxx Xxxxxx & Xxxxxxxx Xxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter you may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Nielsen N.V., Nielsen Holdings N.V.

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriter, of Xxxxx Xxxx Vxxxxx & Xxxxxxxx LLPExxxxx L.L.P., counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Civitas Resources, Inc., Canada Pension Plan Investment Board

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Ropes & Xxxx & Xxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Idenix Pharmaceuticals Inc, Idenix Pharmaceuticals Inc

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriter, of Xxxxx Xxxx Xxxxxx & Xxxxxxxx LLPXxxxxx L.L.P., counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Underwriting Agreement (AF Acquisition Corp.), AF Acquisition Corp.

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter Xxxxxx LLP shall have received on furnished to the Underwriter such counsel’s opinion or opinions and as of 10b-5 Statement, dated the Closing Date an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the UnderwriterDate, with respect to such matters as the Underwriter may reasonably requestrequire, and the Company and the Selling stockholders shall have furnished to such counsel shall have received such documents and information as they may reasonably request to enable for enabling them to pass upon such matters.

Appears in 2 contracts

Samples: Underwriting Agreement (Turning Point Brands, Inc.), Underwriting Agreement (Standard Diversified Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date Date, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx Sidley Austin LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Baxalta Inc)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriter, of Xxxxx Xxxx Xxxxxx & Xxxxxxxx Xxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Super Micro Computer, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date an opinion and 10b-5 statement of Xxxxx Xxxx Sxxxxxx Xxxxxxx & Xxxxxxxx Bxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Overseas Shipholding Group Inc)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date an opinion and 10b-5 statement statement, addressed to the Underwriter, of Xxxxxxx, Swaine & Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: BioAtla, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriter. The On the Closing Date, the Underwriter shall have received on and as of the Closing Date an opinion and 10b-5 statement Statement of Xxxxx Xxxx Cravath, Swaine & Xxxxxxxx Mxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: American Axle & Manufacturing Holdings Inc

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter Representative shall have received on and as of the Closing Date an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the UnderwriterUnderwriters, with respect to such matters as the Underwriter Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: J C Penney Co Inc

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement addressed to the Underwriter, of Xxxxx Xxxx Xxxxxx, Xxxxxxxxxx & Xxxxxxxx Xxxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Impac Mortgage Holdings Inc)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriter, of Xxxxx Xxxx Faegre Drinker Bxxxxx & Xxxxxxxx Rxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (SONDORS Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date Date, an opinion and 10b-5 statement statement, addressed to the Underwriter, of Xxxxxxx, Swaine & Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Gulfport Energy Corp

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date an opinion and 10b-5 statement statement, addressed to the Underwriter, of Xxxxx Xxxx Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Generac Holdings Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriter, of Faegre Drinker Xxxxxx & Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Letter Agreement (Karat Packaging Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Lxxxxx & Xxxxxxxx Wxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Tactile Systems Technology Inc)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx London LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (British American Tobacco p.l.c.)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date an opinion and 10b-5 statement statement, addressed to the Underwriter, of Xxxxx Xxxx Lxxxxx & Xxxxxxxx Wxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they it may reasonably request to enable them it to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Surgery Partners, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter Underwriters shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, counsel for the UnderwriterUnderwriters, with respect to such matters as the Underwriter Underwriters may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: CommScope Holding Company, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter Xxxxxx & Xxxxxxx LLP shall have received on furnished to the Underwriter such counsel’s opinion or opinions and as of 10b-5 Statement, dated the Closing Date an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the UnderwriterDate, with respect to such matters as the Underwriter may reasonably requestrequire, and the Company and the Selling stockholders shall have furnished to such counsel shall have received such documents and information as they may reasonably request to enable for enabling them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Turning Point Brands, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter Underwriters shall have received on and as of the Closing Date an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, counsel for the UnderwriterUnderwriters, with respect to such matters as the Underwriter Underwriters may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: CommScope Holding Company, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date an opinion and 10b-5 statement of Xxxxx from Pillsbury Xxxxxxxx Xxxx & Xxxxxxxx Xxxxxxx LLP, counsel for the Underwriter, such opinion or opinions and 10b-5 Statement, dated such Closing Date, with respect to such matters as the Underwriter may reasonably requestrequire, and the Company shall have furnished to such counsel shall have received such documents and information as they may reasonably request to enable for enabling them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Identiv, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter Underwriters shall have received on and as of the Closing Date Date, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx Sidley Austin LLP, counsel for the UnderwriterUnderwriters, with respect to such matters as the Underwriter Underwriters may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Baxalta Inc)

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Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx Xxxxxx Xxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Callon Petroleum Co)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx from Xxxxxxx Procter LLP, counsel for the Underwriter, such opinion or opinions and negative assurance statement, dated the Closing Date, with respect to such matters as the Underwriter may reasonably requestrequire, and the Company shall have furnished to such counsel shall have received such documents and information as they may reasonably request to enable for enabling them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Calyxt, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriter, of Xxxxx Xxxx Sxxxxxx Xxxxxxx & Xxxxxxxx Bxxxxxxx LLP, U.S. counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Carnival PLC

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date an opinion and 10b-5 statement of from Faegre Drinker Xxxxxx & Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriter, such opinion or opinions and 10b-5 Statement, dated such Closing Date, with respect to such matters as the Underwriter may reasonably requestrequire, and the Company shall have furnished to such counsel shall have received such documents and information as they may reasonably request to enable for enabling them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Emcore Corp)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date an opinion and 10b-5 statement of Xxxxx Xxxx from Xxxxxx & Xxxxxxxx Xxxxxxx LLP, counsel for the Underwriter, such opinion or opinions and 10b-5 statement, dated the Closing Date, with respect to such matters as the Underwriter may reasonably requestrequire, and the Company shall have furnished to such counsel shall have received such documents and information as they may reasonably request to enable for the purpose of enabling them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Green Brick Partners, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter Representative shall have received on and as of the Closing Date an opinion and 10b-5 statement Statement of Xxxxx Xxxx Cxxxxx Xxxxxx & Xxxxxxxx Rxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Metropcs Communications Inc

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxx & Xxxxxxxx Bird LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Capital Bank Corp)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriter, of Xxxxx Skadden, Arps, Slate, Xxxxxxx & Xxxx & Xxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Bank of the Ozarks Inc

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received received, on and as of the Closing Date an Date, the written opinion and 10b-5 statement of statement, dated the Closing Date, and addressed to the Underwriter, from Xxxxxxx Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Oasis Petroleum Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx Chance US LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Chesapeake Lodging Trust

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriter, of Xxxxx Xxxx Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Generac Holdings Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date Date, an opinion and 10b-5 statement statement, addressed to the Underwriter, of Xxxxx Xxxx Xxxxxx & Xxxxxxxx Xxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Coty Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter Representative shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Representative on behalf of Xxxxx Xxxx & Xxxxxxxx the Underwriter, of Xxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Dynex Capital Inc

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or each Additional Closing Date, as the case may be, an opinion and a 10b-5 statement of Cravath, Swaine & Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Phillips 66 Partners Lp

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter Representative shall have received on and as of the First Closing Date or Optional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriter, of Xxxxx Xxxx Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Air Lease Corp)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or such Date of Delivery, as applicable, an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxxxx & Xxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Black Knight Financial Services, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Cravath, Swaine & Xxxxxxxx Mxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Marcus Corp)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx Xxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Advent Software Inc /De/

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or any Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxxxx Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Laredo Petroleum, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received received, on and as of the Closing Date an or any Additional Closing Date, as the case may be, the written opinion and 10b-5 statement of statement, dated the Closing Date or any Additional Closing Date, as the case may be, and addressed to the Underwriter, from Xxxxxxx Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Oasis Petroleum Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date an a written opinion and 10b-5 statement of Xxxxx Xxxx Ropes & Xxxxxxxx Gray LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Nasdaq, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received received, on and as of the Closing Date an opinion and 10b-5 statement of Date, from Cravath, Swaine & Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriter, such opinion or opinions, dated the Closing Date, with respect to such matters as the Underwriter may reasonably requestrequire, and the Company shall have furnished to such counsel shall have received such documents and information as they may reasonably request to enable for the purpose of enabling them to pass upon such matters.

Appears in 1 contract

Samples: Terms Agreement (L Brands, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxx & Xxxxxxxx LLPXxxxxx L.L.P., counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Jones Energy, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of O’Melveny & Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they it may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Senseonics Holdings, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date an opinion and 10b-5 statement statement, addressed to the Underwriter, of Xxxxx Xxxx Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, U.S. counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Carnival PLC

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxxxx & Xxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: South Financial (South Financial Group Inc)

Opinion and 10b-5 Statement of Counsel for the Underwriter. The Underwriter shall have received on and as of the Closing Date Date, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Marketaxess Holdings Inc

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