Common use of Opinion of Counsel for the Selling Stockholders Clause in Contracts

Opinion of Counsel for the Selling Stockholders. Xxxxxx, Xxxxx & Xxxxxxx LLP shall have furnished to the Underwriter such counsel’s written opinion, as counsel to the Selling stockholders, addressed to the Underwriter and dated the Closing Date, in form and substance reasonably satisfactory to the Underwriter.

Appears in 3 contracts

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

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Opinion of Counsel for the Selling Stockholders. At Closing Time, the Underwriter shall have received the favorable opinion, dated as of Closing Time, of Lxxx Xxxxxx, Xxxxx & Xxxxxxx LLP shall have furnished to the Underwriter such counsel’s written opinionPC, as counsel to for the Selling stockholders, addressed to the Underwriter and dated the Closing DateStockholders, in form and substance reasonably satisfactory to counsel for the Underwriter, to the effect set forth in Exhibit B hereto and to such further effect as counsel to the Underwriter may reasonably request.

Appears in 2 contracts

Samples: Underwriting Agreement (Esquire Financial Holdings, Inc.), Underwriting Agreement (Esquire Financial Holdings, Inc.)

Opinion of Counsel for the Selling Stockholders. XxxxxxAt the Closing Time, Xxxxx & Xxxxxxx LLP the Underwriter shall have furnished to received the Underwriter such counsel’s written opinion, as counsel to the Selling stockholders, addressed to the Underwriter and dated the Closing DateTime, of Debevoise & Xxxxxxxx LLP, counsel for the Selling Stockholders, in form and substance reasonably satisfactory to counsel for the Underwriter, to the effect set forth in Exhibit B hereto and to such further effect as counsel to the Underwriter may reasonably request.

Appears in 2 contracts

Samples: Underwriting Agreement (Triumph Group Inc), Underwriting Agreement (Triumph Group Inc)

Opinion of Counsel for the Selling Stockholders. XxxxxxAt the Closing Time, Xxxxx & Xxxxxxx LLP the Underwriter shall have furnished to received the Underwriter such counsel’s written favorable opinion, dated as of the Closing Time, of Xxxxxxxx & Xxxxxxxx LLP, counsel to for the Selling stockholders, addressed to the Underwriter and dated the Closing DateStockholders, in form and substance reasonably satisfactory to counsel for the UnderwriterUnderwriter to the effect set forth in Exhibit A-5 hereto and to such further effect as counsel to the Underwriter may reasonably request.

Appears in 2 contracts

Samples: Underwriting Agreement (Ventas Inc), Underwriting Agreement (Prometheus Senior Quarters LLC)

Opinion of Counsel for the Selling Stockholders. XxxxxxXxxxxxxx & Xxxxx LLP, Xxxxx & Xxxxxxx LLP as counsel for certain of the Selling Stockholders, shall have furnished to the Underwriter Underwriter, at the request of such counsel’s Selling Stockholders, their written opinion, as counsel to dated the Selling stockholders, Closing Date and addressed to the Underwriter and dated the Closing DateUnderwriter, in a form and substance reasonably satisfactory to the Underwriter.

Appears in 2 contracts

Samples: Underwriting Agreement (Burlington Stores, Inc.), Underwriting Agreement (Burlington Stores, Inc.)

Opinion of Counsel for the Selling Stockholders. XxxxxxXxxxxxxx & Xxxxx LLP, Xxxxx & Xxxxxxx LLP as counsel for certain of the Selling Stockholders, shall have furnished to the Underwriter Underwriter, at the request of such counsel’s Selling Stockholders, their written opinion, as counsel to dated the Selling stockholders, Closing Date and addressed to the Underwriter and dated the Closing DateUnderwriter, in form and substance reasonably satisfactory to the Underwritereffect set forth in Annex A-2 hereto.

Appears in 2 contracts

Samples: Underwriting Agreement (Burlington Stores, Inc.), Underwriting Agreement (Burlington Stores, Inc.)

Opinion of Counsel for the Selling Stockholders. Xxxxxx, Xxxxx & Xxxxxxx Freshfields Bruckhaus Xxxxxxxx US LLP shall have furnished to the Underwriter Representative such counsel’s written opinion, as counsel to the Selling stockholders, addressed to the Underwriter Underwriters and dated the Closing Date, in form and substance reasonably satisfactory to the UnderwriterRepresentative.

Appears in 2 contracts

Samples: Underwriting Agreement (Limelight Networks, Inc.), Underwriting Agreement (Limelight Networks, Inc.)

Opinion of Counsel for the Selling Stockholders. XxxxxxXxxxxxx Xxxx & Xxxxxxxxx LLP, Xxxxx & Xxxxxxx LLP counsel for the Selling Stockholders, shall have furnished to the Underwriter such counsel’s Underwriter, at the request of the Selling Stockholders, their written opinion, as counsel to dated the Selling stockholders, Closing Date and addressed to the Underwriter and dated the Closing DateUnderwriter, in form and substance reasonably satisfactory to the Underwriter, to the effect set forth in Annex A-5 hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Polypore International, Inc.)

Opinion of Counsel for the Selling Stockholders. XxxxxxAt the Closing Time, Xxxxx & Xxxxxxx LLP the Underwriter shall have furnished to received the Underwriter such counsel’s written favorable opinion, dated as of Closing Time, of Skadden, Arps, Slate, Xxxxxxx & Xxxx LLP, counsel to for the Selling stockholders, addressed to the Underwriter and dated the Closing DateStockholders, in form and substance reasonably satisfactory to counsel for the UnderwriterUnderwriter to the effect set forth in Exhibit C hereto, and to such further effect as counsel for the Underwriter may reasonably request.

Appears in 1 contract

Samples: Underwriting Agreement (Equity One, Inc.)

Opinion of Counsel for the Selling Stockholders. XxxxxxSkadden, Xxxxx Arps, Slate, Xxxxxxx & Xxxxxxx LLP Xxxx LLP, special counsel for the Selling Stockholders, shall have furnished to the Underwriter such counsel’s Underwriter, at the request of the Selling Stockholders, their written opinion, as counsel to dated the Selling stockholders, Closing Date and addressed to the Underwriter and dated the Closing DateUnderwriter, in form and substance reasonably satisfactory to the Underwriter, to the effect set forth in Annex F hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Alaska Communications Systems Group Inc)

Opinion of Counsel for the Selling Stockholders. XxxxxxXxxxxxxx & Xxxxx LLP, Xxxxx & Xxxxxxx LLP counsel for the Selling Stockholders, shall have furnished to the Underwriter such counsel’s Underwriter, at the request of the Selling Stockholders, their written opinion, dated the Closing Date or the Additional Closing Date, as counsel to the Selling stockholderscase may be, and addressed to the Underwriter and dated the Closing DateUnderwriter, in form and substance reasonably satisfactory to the Underwriter, to the effect set forth in Annex B hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Jones Energy, Inc.)

Opinion of Counsel for the Selling Stockholders. Xxxxxx, Xxxxx & Xxxxxxx LLP The Underwriter shall have furnished to the Underwriter such counsel’s written received an opinion, as dated the Closing Date, from counsel to the Selling stockholders, addressed to the Underwriter and dated the Closing DateStockholders, in form and substance reasonably satisfactory to the Underwriter, to the effect set forth in Exhibit C, attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Exploration Co of Delaware Inc)

Opinion of Counsel for the Selling Stockholders. XxxxxxAt the Closing Time, Xxxxx & Xxxxxxx LLP the Underwriter shall have furnished to received the Underwriter such counsel’s written opinion, as counsel to the Selling stockholders, addressed to the Underwriter and dated the Closing DateTime, of Xxxxxx & Xxxxxxx LLP, counsel for the Selling Stockholders, in form and substance reasonably satisfactory to counsel for the Underwriter, to the effect set forth in Exhibit B hereto and to such further effect as counsel to the Underwriter may reasonably request.

Appears in 1 contract

Samples: Underwriting Agreement (Triumph Group Inc)

Opinion of Counsel for the Selling Stockholders. XxxxxxXxxx, Xxxxx Xxxxx, Xxxxxxx, Xxxxxxx & Xxxxxxx Xxxxxxxx LLP and , counsel for the Selling Stockholders, shall have furnished to the Underwriter such counsel’s Representatives, at the request of the Selling Stockholders, their written opinion, as counsel to dated the Selling stockholdersAdditional Closing Date, and addressed to the Underwriter and dated the Closing DateUnderwriters, in form and substance reasonably satisfactory to the UnderwriterRepresentatives.

Appears in 1 contract

Samples: Underwriting Agreement (Savers Value Village, Inc.)

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Opinion of Counsel for the Selling Stockholders. Xxxxxx, Xxxxx & Xxxxxxx LLP Counsel for each of the Selling Stockholders shall have furnished to the Underwriter Underwriter, at the request of such counsel’s Selling Stockholder, their written opinion, as counsel to the Selling stockholders, addressed to the Underwriter and dated the Closing Date, in form and substance reasonably satisfactory addressed to the Underwriter, substantially in the form set forth in Annex F hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Burger King Holdings Inc)

Opinion of Counsel for the Selling Stockholders. XxxxxxXxxxxxxx & Xxxxxxxx LLP, Xxxxx & Xxxxxxx LLP counsel for the Selling Stockholders, shall have furnished to the Underwriter such counsel’s Underwriters, at the request of the Selling Stockholders, their written opinion, as counsel to dated the Selling stockholders, Closing Date and addressed to the Underwriter and dated the Closing DateUnderwriters, in form and substance reasonably satisfactory to the UnderwriterUnderwriters.

Appears in 1 contract

Samples: Underwriting Agreement (Howard Hughes Corp)

Opinion of Counsel for the Selling Stockholders. XxxxxxThe favorable opinion, Xxxxx & Xxxxxxx LLP shall have furnished to the Underwriter dated as of such counsel’s written opinionDate of Delivery, of Cxxxxx Godward Kronish LLP, as counsel to the Selling stockholders, addressed to the Underwriter and dated the Closing DateStockholders, in form and substance reasonably satisfactory to counsel for the UnderwriterUnderwriters, together with signed or reproduced copies of such letter for each of the other Underwriters, to the effect set forth in Exhibit E, and to such further effect as counsel to the Underwriters may reasonably request.

Appears in 1 contract

Samples: Purchase Agreement (Orexigen Therapeutics, Inc.)

Opinion of Counsel for the Selling Stockholders. XxxxxxEach of Xxxxxxxx & Xxxxx LLP, Xxxxx & Xxxxxxx LLP Walkers and Mourant Ozannes, counsels for the Selling Stockholders, shall have furnished to the Underwriter such counsel’s Underwriter, at the request of the Selling Stockholders, their written opinion, as counsel to dated the Selling stockholders, Closing Date and addressed to the Underwriter and dated the Closing DateUnderwriter, in form and substance reasonably satisfactory to the Underwriter.

Appears in 1 contract

Samples: Underwriting Agreement (J C Penney Co Inc)

Opinion of Counsel for the Selling Stockholders. XxxxxxKxxxxxxx & Exxxx LLP, Xxxxx & Xxxxxxx LLP counsel for the Selling Stockholders, shall have furnished to the Underwriter such counsel’s Underwriter, at the request of the Selling Stockholders, their written opinion, as counsel to dated the Selling stockholders, Closing Date and addressed to the Underwriter and dated the Closing DateUnderwriter, in form and substance reasonably satisfactory to the Underwriter.

Appears in 1 contract

Samples: Underwriting Agreement (Surgery Partners, Inc.)

Opinion of Counsel for the Selling Stockholders. Xxxxxx, Xxxxx & Xxxxxxx LLP Xxxxx L.L.P. shall have furnished to the Underwriter such counsel’s Underwriters, at the request of the Selling Stockholders, their written opinion, as counsel to dated the Selling stockholders, Closing Date and addressed to the Underwriter and dated the Closing DateUnderwriters, in form and substance reasonably satisfactory to the UnderwriterRepresentatives, to the effect set forth in Annex A-3 hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Forum Energy Technologies, Inc.)

Opinion of Counsel for the Selling Stockholders. XxxxxxWxxxxxx Xxxx & Gxxxxxxxx LLP, Xxxxx & Xxxxxxx LLP counsel for the Selling Stockholders, shall have furnished to the Underwriter such counsel’s Underwriter, at the request of the Selling Stockholders, their written opinion, as counsel to dated the Selling stockholders, Closing Date and addressed to the Underwriter and dated the Closing DateUnderwriter, in form and substance reasonably satisfactory to the Underwriter, to the effect set forth in Annex A-5 hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Polypore International, Inc.)

Opinion of Counsel for the Selling Stockholders. Xxxxxx, Xxxxx & Xxxxxxx LLP Xxxxx L.L.P. shall have furnished to the Underwriter such counsel’s Underwriter, at the request of the Selling Stockholders, their written opinion, as counsel to dated the Selling stockholders, Closing Date and addressed to the Underwriter and dated the Closing DateUnderwriter, in form and substance reasonably satisfactory to the Underwriter, to the effect set forth in Annex A-3 hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Forum Energy Technologies, Inc.)

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