Common use of Opinion of Company's Counsel Clause in Contracts

Opinion of Company's Counsel. Such Purchaser shall have received from Xxxx Xxxxxxxxxx & Xxxxxxxxx LLP, special counsel for the Company (or such other counsel designated by the Company and acceptable to such Purchaser), a favorable opinion satisfactory to such Purchaser, dated as of the date of the Closing, and substantially in the form of Exhibit F attached hereto and as to such other matters as such Purchaser may reasonably request. The Company, by its execution hereof, hereby requests and authorizes such special counsel to render such opinions and to allow such Purchaser to rely on such opinions, agrees that the issuance and sale of any Notes will constitute a reconfirmation of such request and authorization, and understands and agrees that each Purchaser receiving such an opinion will and is hereby authorized to rely on such opinion.

Appears in 2 contracts

Samples: Master Note Purchase Agreement, Master Note Purchase Agreement (Nordson Corp)

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Opinion of Company's Counsel. Such Purchaser shall have received from Xxxx Xxxxxxxxxx Xxxxxx Xxxxxxx & Xxxxxxxxx LLPXxxxxxx L.L.P, special counsel for to the Company Issuer (or such other counsel designated by the Company Issuer and acceptable to such Purchaser), a favorable opinion satisfactory to such Purchaser, dated as of the date of the Closingsuch Closing Day, and substantially in the form of Exhibit F D-2 attached hereto and as to such other matters as such Purchaser may reasonably request. The CompanyCo-Issuers, by its their execution hereof, hereby requests request and authorizes authorize such special counsel to render such opinions and to allow such Purchaser to rely on such opinions, agrees agree that the issuance and sale of any Shelf Notes will constitute a reconfirmation of such request and authorization, and understands understand and agrees agree that each Purchaser receiving such an opinion will and is hereby authorized to rely on such opinion.

Appears in 1 contract

Samples: Note Purchase and Private Shelf Agreement (Cedar Fair L P)

Opinion of Company's Counsel. Such Purchaser shall have received from Xxxx Xxxxxxxxxx & Xxxxxxxxx Xxx Xxxxx, General Counsel of the Company, and Sidley Austin LLP, special counsel for the Company (or such other counsel designated by the Company and acceptable to such Purchaser), a favorable opinion satisfactory to such Purchaser, dated as of the date of the Closingsuch Closing Day, and substantially in the form of Exhibit F D attached hereto and as to such other matters as such Purchaser may reasonably request. The Company, by its execution hereof, hereby requests and authorizes such special counsel to render such opinions and to allow such Purchaser to rely on such opinions, agrees that the issuance and sale of any Notes will constitute a reconfirmation of such request and authorization, and understands and agrees that each Purchaser receiving such an opinion will and is hereby authorized to rely on such opinion.

Appears in 1 contract

Samples: Private Shelf Agreement (Corn Products International Inc)

Opinion of Company's Counsel. Such Purchaser shall have received from Xxxx Xxxxxxxxxx & Xxxxxxxxx LLP, special counsel for the Company (or such other counsel designated by the Company and acceptable to such Purchaser), a favorable opinion satisfactory to such Purchaser, dated as of the date of the Closing, and substantially in the form of Exhibit F I attached hereto and as to such other matters as such Purchaser may reasonably request. The Company, by its execution hereof, hereby requests and authorizes such special counsel to render such opinions and to allow such Purchaser to rely on such opinions, agrees that the issuance and sale of any Notes will constitute a reconfirmation of such request and authorization, and understands and agrees that each Purchaser receiving such an opinion will and is hereby authorized to rely on such opinion.

Appears in 1 contract

Samples: Master Note Purchase Agreement (Nordson Corp)

Opinion of Company's Counsel. Such Purchaser shall have received from Xxxx Xxxxxxxxxx & Xxxxxxxxx LLPXxxxxxx, LPA, special counsel for the Company (or such other counsel designated by the Company and acceptable to such Purchaser), a favorable opinion satisfactory to such Purchaser, dated as of the date of the Closingsuch Closing Day, and substantially in the form of Exhibit F E-1 attached hereto (in the case of the Series A Notes) or Exhibit E-2 attached hereto (in the case of any Shelf Notes) and as to such other matters as such Purchaser may reasonably request. The Company, by its execution hereof, hereby requests and authorizes such special counsel to render such opinions and to allow such Purchaser to rely on such opinions, agrees that the issuance and sale of any Notes will constitute a reconfirmation of such request and authorization, and understands and agrees that each Purchaser receiving such an opinion will and is hereby authorized to rely on such opinion.

Appears in 1 contract

Samples: Note Purchase and Private Shelf Agreement (Nordson Corp)

Opinion of Company's Counsel. Such Purchaser shall have received from Xxxx Txxx Xxxxxxxxxx & Xxxxxxxxx Hxxxxxxxx LLP, special counsel for the Company (or such other counsel designated by the Company and acceptable to such Purchaser), a favorable opinion satisfactory to such Purchaser, dated as of the date of the Closing, and substantially in the form of Exhibit F D attached hereto and as to such other matters as such Purchaser may reasonably request. The Company, by its execution hereof, hereby requests and authorizes such special counsel to render such opinions and to allow such Purchaser to rely on such opinions, agrees that the issuance and sale of any Notes will constitute a reconfirmation of such request and authorization, and understands and agrees that each Purchaser receiving such an opinion will and is hereby authorized to rely on such opinion.

Appears in 1 contract

Samples: Master Note Purchase Agreement (Nordson Corp)

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Opinion of Company's Counsel. Such Purchaser shall have received from Xxxx Xxxxxxxxxx & Xxxxxxxxx LLP, special counsel for the Company (or such other counsel designated by the Company and acceptable to such Purchaser), a favorable opinion satisfactory to such Purchaser, dated as of the date of the Closingsuch Closing Day, and substantially in the form of Exhibit F E attached hereto and as to such other matters as such Purchaser may reasonably request. The Company, by its execution hereof, hereby requests and authorizes such special counsel to render such opinions and to allow such Purchaser to rely on such opinions, agrees that the issuance and sale of any Notes will constitute a reconfirmation of such request and authorization, and understands and agrees that each Purchaser receiving such an opinion will and is hereby authorized to rely on such opinion.

Appears in 1 contract

Samples: Note Purchase and Private Shelf Agreement (Nordson Corp)

Opinion of Company's Counsel. Such Purchaser shall have received from Xxxx Xxxxxxxxxx & Xxxxxxxxx Hollister LLP, special U.S. counsel for the Company (or such other counsel designated by the Company and acceptable to such Purchaser), a favorable opinion satisfactory to such Purchaser, dated as of the date of the Closingsuch Closing Day, and substantially in the form of Exhibit F E-1 attached hereto and as to such other matters as such Purchaser may reasonably request. The Company, by its execution hereof, hereby requests and authorizes such special counsel to render such opinions and to allow such Purchaser to rely on such opinions, agrees that the issuance and sale of any Notes will constitute a reconfirmation of such request and authorization, and understands and agrees that each Purchaser receiving such an opinion will and is hereby authorized to rely on such opinion.

Appears in 1 contract

Samples: Note Purchase and Private Shelf Agreement (Nordson Corp)

Opinion of Company's Counsel. Such Purchaser shall have received from Xxxx Txxx Xxxxxxxxxx & Xxxxxxxxx Hxxxxxxxx LLP, special counsel for the Company (or such other counsel designated by the Company and acceptable to such Purchaser), a favorable opinion satisfactory to such Purchaser, dated as of the date of the Closing, and substantially in the form of Exhibit F attached hereto and as to such other matters as such Purchaser may reasonably request. The Company, by its execution hereof, hereby requests and authorizes such special counsel to render such opinions and to allow such Purchaser to rely on such opinions, agrees that the issuance and sale of any Notes will constitute a reconfirmation of such request and authorization, and understands and agrees that each Purchaser receiving such an opinion will and is hereby authorized to rely on such opinion.

Appears in 1 contract

Samples: Master Note Purchase Agreement (Nordson Corp)

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