Opinion of Counsel for Initial Purchaser. At the Closing Time, the Initial Purchaser shall have received the favorable opinion, dated as of the Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Initial Purchaser, together with signed or reproduced copies of such letter for each of the other Initial Purchaser with respect to the matters set forth in (i), (ii), (vi) through (ix), inclusive, (xv) and the penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York, the federal law of the United States and the General Corporation Law of the State of Delaware, upon the opinions of counsel satisfactory to the Initial Purchaser. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of ARC, the Company and its subsidiaries and certificates of public officials.
Appears in 2 contracts
Samples: Purchase Agreement, Purchase Agreement (Affordable Residential Communities Inc)
Opinion of Counsel for Initial Purchaser. At the Closing Time, the Initial Purchaser shall have received the favorable opinion, dated as of the Closing Time, of Xxxxxxxx Chance US LLPCravath, Swaine & Mxxxx, counsel for the Initial Purchaser, together with signed or reproduced copies of such letter for each of the other Initial Purchaser with respect to the matters set forth in (i), (ii), (vi) through (ix), inclusive, (xvxvi) and the penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York, the federal law of the United States and the General Corporation Law of the State of Delaware, upon the opinions of counsel satisfactory to the Initial Purchaser. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of ARC, the Company and its subsidiaries and certificates of public officials.
Appears in 1 contract
Samples: Purchase Agreement (Ck Witco Corp)
Opinion of Counsel for Initial Purchaser. At the Closing Time, the Initial Purchaser shall have received the favorable opinion, dated as of the Closing Time, of Xxxxxxxx Chance US Skadden, Arps, Slate, Xxxxxxx & Xxxx LLP, counsel for the Initial Purchaser, together with signed or reproduced copies of such letter for each of the other Initial Purchaser with respect to the matters set forth in (i), (ii), (vi) through (ixvii), inclusive, and (xvviii) (solely as to the information in the Offering Memorandum under "Description of the Notes") and the penultimate paragraph of Exhibit A A-2 hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York, York and the federal law of the United States and the General Corporation Law of the State of Delaware, upon the opinions of counsel satisfactory to the Initial Purchaser. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of ARC, the Company and its subsidiaries Subsidiaries and certificates of public of officials.
Appears in 1 contract
Samples: Purchase Agreement (McClinch Equipment Services Inc)