Opinion of Counsel for the Obligors Sample Clauses

Opinion of Counsel for the Obligors. Xxxxxxx Xxxxx LLP, counsel for the Obligors, shall have furnished to the Representative, at the request of the Obligors, their written opinion, dated the Closing Date and addressed to the Initial Purchasers, in form and substance reasonably satisfactory to the Representative, to the effect set forth in Exhibit C hereto.
Sample 1Sample 2See All (4)
AutoNDA by SimpleDocs
Opinion of Counsel for the Obligors. On the Closing Date the Initial Purchasers shall have received the favorable opinion of (i) Xxxxxxx Xxxxx LLP, counsel for the Obligors, dated as of such Closing Date, substantially in the form attached hereto as Exhibit A-1 and (ii) Bass X. Xxxxxxx, Xx., General Counsel of the General Partner, dated as of such Closing Date, substantially in the form attached hereto as Exhibit A-2.
Sample 1Sample 2
Opinion of Counsel for the Obligors. Counsel for the Obligors shall have delivered an opinion of counsel that is satisfactory in form and substance to the Noteholders and their special counsel.
Sample 1Sample 2
Opinion of Counsel for the Obligors. 2. The Credit Agreement is a valid and binding agreement of each Borrower and PICA and the Notes of each Borrower are valid and binding agreements of such Borrower, enforceable against such party, as applicable, in accordance with their respective terms, subject to (i) bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability relating to or affecting creditors’ rights (or, in the case of PICA, applicable bankruptcy, insolvency, reorganization, rehabilitation, liquidation, conservation or similar laws affecting the rights of creditors of insurance companies) and (ii) general principles of equity (regardless of whether asserted in a proceeding in equity or at law).
Sample 1
Opinion of Counsel for the Obligors. April __, 1997 To the Lenders and the Administrative Agent Referred to Below c/x Xxxxxx Guaranty Trust Company of New York as Administrative Agent 00 Xxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Gentlemen and Ladies: We have acted as counsel for Exide Electronics Group, Inc., a Delaware corporation ("Borrower") and Exide Electronics Corporation, a Delaware corporation, Exide Electronics International Corp., a Delaware corporation, International Power Machines Corporation, a Delaware corporation, and [other Guarantors], (collectively, the "Guarantors" and together with Borrower, the "Obligors"), in connection with (i) the Credit Agreement originally dated as of March 13, 1996 and amended and restated as of April __, 1997 (the "Credit Agreement") among Borrower, the Guarantors, the lenders listed on the signature pages thereof (including any such Lender in its capacity as Issuing Lender, as defined therein, the "Lenders"), Bank of America Illinois as Documentation Agent for the Lenders and Xxxxxx Guaranty Trust Company of New York as Administrative Agent for the Lenders (the "Agents") and (ii) the Notes (the documents referred to in clauses (i) and (ii) are referred to herein collectively as the "Loan Documents"). Terms defined in the Credit Agreement and not otherwise defined herein are used herein as therein defined. We have examined originals or copies, certified or otherwise identified to our satisfaction, of such documents, corporate records, certificates of public officials and other instruments and have conducted such other investigations of fact and law as we have deemed necessary or advisable for purposes of this opinion. Upon the basis of the foregoing, we are of the opinion that:
Sample 1
Opinion of Counsel for the Obligors. A favorable opinion of outside counsel acceptable to the Bank for the Obligors, dated the Closing Date, in substantially the form of EXHIBIT 4.01(8) and as to such other matters as the Bank may reasonably request.
Sample 1
Opinion of Counsel for the Obligors. The Holders shall have received an opinion of counsel for the Obligors, in form and substance satisfactory to the Holders and their special counsel, to the effect set forth in Sections 4.4 and 4.5 of this First Amendment and to the further effect that the Holders have a valid and perfected security interest in the Collateral subject to the Security Documents.
Sample 1
AutoNDA by SimpleDocs

Related to Opinion of Counsel for the Obligors

  • Opinion of Counsel to the Obligors A customary favorable written opinion (addressed to the Administrative Agent and the Lenders and dated the Effective Date) of Dechert LLP, New York counsel for the Obligors.

  • Opinion of Counsel for the Company On each of the First Closing Date and each Option Closing Date, the Representative shall have received the opinion of Xxxxxxxx & Xxxxx LLP, U.S. counsel for the Company, dated as of such date, in form and substance satisfactory to the Representative.

  • Opinion of Counsel for the Sales Agent On or prior to the date that the first Securities 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 F for which no waiver is applicable, the Sales Agent shall have received the favorable written opinion or opinions of Hunton Xxxxxxx Xxxxx LLP, counsel for the Sales Agent, dated such date, with respect to such matters as the Sales Agent may reasonably request.

  • Opinion of Counsel for the Underwriters On each of the First Closing Date and each Option Closing Date the Representatives shall have received the opinion of Xxxxxx & Xxxxxxx LLP, counsel for the Underwriters in connection with the offer and sale of the Offered Shares, in form and substance satisfactory to the Underwriters, dated as of such date.

  • Opinion of Counsel for the Underwriter The Underwriters shall have received on and as of the Closing Date an opinion of Sidley Austin LLP, counsel for the Underwriters, with respect to such matters as the 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.

  • Opinion of Counsel for the Depositary Xxxxxxx, Xxxxxxx & Associates, counsel for the Depositary, shall have furnished to the Representatives, at the request of the Bank, their written opinion, dated the Closing Date or the Additional Closing Date, as the case may be, and addressed to the Underwriters, to the effect set forth in Annex C-5 hereto.

  • Opinion of Counsel for the Initial Purchasers On the Closing Date the Initial Purchasers shall have received the favorable opinion of Xxxxxx Xxxxxx & Xxxxxxx LLP, counsel for the Initial Purchasers, dated as of such Closing Date, with respect to such matters as may be reasonably requested by the Initial Purchasers.

  • Opinion of Counsel for the Selling Stockholders Xxxxxx LLP, counsel for the Selling Stockholders, shall have furnished to the Representatives, at the request of the Selling Stockholders, their written opinion, dated the Closing Date or the Additional Closing Date, as the case may be, and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives.

  • Opinion of Counsel for U S. Underwriters. The favorable opinion of Vinsxx & Xlkixx X.X.P., counsel for the U.S. Underwriters, dated such Date of Delivery, relating to the U.S. Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(c) hereof.

  • Opinion of Counsel for the Selling Shareholders At the Closing Time, the Representatives shall have received the favorable opinion, dated the Closing Time, of Xxxx, Weiss, Rifkind, Xxxxxxx & Xxxxxxxx LLP, counsel for the Selling Shareholders, in form and substance satisfactory to counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters, substantially to the effect set forth set forth in Exhibit B hereto.

Time is Money Join Law Insider Premium to draft better contracts faster.