Common use of Opinion of Counsel for the Underwriter Clause in Contracts

Opinion of Counsel for the Underwriter. The Underwriter shall have received from Xxxxxxx Procter LLP, counsel for the Underwriter, such opinion or opinions, dated the Closing Date and the Option Closing Date, as the case may be, with respect to such matters as the Underwriter may require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Appears in 4 contracts

Samples: Underwriting Agreement (CVD Equipment Corp), Underwriting Agreement (LGL Group Inc), Underwriting Agreement (AspenBio Pharma, Inc.)

AutoNDA by SimpleDocs

Opinion of Counsel for the Underwriter. The Underwriter Underwriters shall have received from Xxxxxxx Procter on and as of the Closing Date an opinion of Xxxxxxxxxx, Xxxxxxxxxx & Xxxx LLP, counsel for the Underwriter, such opinion or opinions, dated the Closing Date and the Option Closing Date, as the case may beUnderwriters, with respect to such matters as the Underwriter Underwriters may requirereasonably request, and the Company such counsel shall have furnished to such counsel received such documents and information as they may reasonably request for the purpose of enabling to enable them to pass upon such matters.

Appears in 4 contracts

Samples: Underwriting Agreement (Benchmark 2020-B17 Mortgage Trust), Underwriting Agreement (Benchmark 2019-B14 Mortgage Trust), Underwriting Agreement (Benchmark 2018-B5 Mortgage Trust)

Opinion of Counsel for the Underwriter. The Underwriter shall have received from Xxxxxxx Procter LLPon and as of the Closing Date an opinion of Vxxxxx & Exxxxx L.L.P., counsel for the Underwriter, such opinion or opinions, dated the Closing Date and the Option Closing Date, as the case may be, with respect to such matters as the Underwriter may requirereasonably request, and the Company such counsel shall have furnished to such counsel received such documents and information as they may reasonably request for the purpose of enabling to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Underwriting Agreement (Weatherford International LTD), Underwriting Agreement (Universal Compression Inc)

Opinion of Counsel for the Underwriter. The Underwriter shall have received from Xxxxxx & Xxxxxxx Procter LLP, counsel for the Underwriter, such opinion or opinions, dated the Closing Date and the Option Closing Date, as the case may be, with respect to such matters as the Underwriter may require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Appears in 2 contracts

Samples: Underwriting Agreement (B&G Foods, Inc.), Underwriting Agreement (B&G Foods, Inc.)

Opinion of Counsel for the Underwriter. The Underwriter shall have received from Xxxxxxx Procter LLPXxxxx Xxxx & Xxxxxxxx, counsel for the Underwriter, such opinion or opinions, dated the Closing Date and the Option such Closing Date, as the case may be, with respect to such matters as the Underwriter may require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Appears in 2 contracts

Samples: Underwriting Agreement (Nuance Communications, Inc.), Underwriting Agreement (Ariad Pharmaceuticals Inc)

Opinion of Counsel for the Underwriter. The Underwriter shall have received from Xxxxxxx Procter Shearman & Sterling LLP, counsel for the Underwriter, such opinion or opinions, dated the Closing Date and addressed to the Option Closing Date, as the case may beUnderwriter, with respect to such the issuance and sale of the Securities, the Registration Statement, the Statutory Prospectus, the Prospectus (together with any supplement thereto) and other related matters as the Underwriter may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Appears in 2 contracts

Samples: Underwriting Agreement (APx Acquisition Corp. I), Underwriting Agreement (APx Acquisition Corp. I)

Opinion of Counsel for the Underwriter. The Underwriter shall have received from Xxxxxxx Procter Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriter, such opinion or opinions, dated the Closing Date and the Option such Closing Date, as the case may be, with respect to such matters as the Underwriter may reasonably require, and the Selling Stockholders and the Company shall have furnished to such counsel such documents as they reasonably request for the purpose of enabling them to pass upon such matters.

Appears in 2 contracts

Samples: Underwriting Agreement (QCP GP Investors II LLC), Underwriting Agreement (Dice Holdings, Inc.)

Opinion of Counsel for the Underwriter. The On the Closing Date the Underwriter shall have received from the favorable opinion of Xxxxxxx Procter LLP, counsel for the Underwriter, such opinion or opinions, addressed to the Underwriter and dated as of the Closing Date in form and substance satisfactory to the Option Closing Date, as the case may be, with respect to such matters as the Underwriter may require, and the Underwriter. The Company shall have furnished to such counsel such documents as they request such may have requested for the purpose of enabling them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Syntroleum Corp)

Opinion of Counsel for the Underwriter. The Underwriter shall have received from Xxxxxxx Procter Xxxxx LLP, counsel for the Underwriter, shall have furnished to you such written opinion or opinions, dated the Closing Date and the Option Closing Date, as the case may be, with respect to such matters as the Underwriter you may requirereasonably request, and the Company such counsel shall have furnished to received such counsel such documents papers and information as they may reasonably request for the purpose of enabling to enable them to pass upon such matters.;

Appears in 1 contract

Samples: Underwriting Agreement (Encore Acquisition Co)

Opinion of Counsel for the Underwriter. The Underwriter shall have received from the favorable opinion, dated as of the Closing Date, of Xxxxxx Xxxxxx & Xxxxxxx Procter LLP, counsel for the Underwriter, such opinion or opinions, dated the Closing Date and the Option Closing Date, as the case may be, with respect to such matters as the Underwriter may requirereasonably request, and the Company such counsel shall have furnished to such counsel received such documents and information as they may reasonably request for the purpose of enabling to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Cabelas Inc)

Opinion of Counsel for the Underwriter. The Underwriter shall have received from Xxxxxxx Procter LLP, counsel for the Underwriter, such opinion or opinions, dated on and as of the Closing Date and or the Option Additional Closing Date, as the case may be, an opinion of Shearman & Sterling LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may requirereasonably request, and the Company such counsel shall have furnished to such counsel received such documents and information as they may reasonably request for the purpose of enabling to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Alaska Communications Systems Group Inc)

Opinion of Counsel for the Underwriter. The Underwriter shall have received from Xxxxxxx Procter Xxxxxxxx & Xxxxx LLP, counsel for the Underwriter, such opinion or opinions, dated the Closing Date and addressed to the Option Closing Date, as the case may beUnderwriter, with respect to such the offering and sale of the Stock, the Registration Statement, the Prospectus (as amended or supplemented), the Disclosure Package and other related matters as the Underwriter may reasonably require, and the Company shall have furnished to such counsel such documents as they reasonably request for the purpose of enabling them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Aes Corp)

Opinion of Counsel for the Underwriter. The On the Closing Date, the Underwriter shall have received from Xxxxxxx Procter the opinion of O’Melveny & Xxxxx LLP, counsel for the Underwriter, such opinion or opinions, addressed to the Underwriter and dated as of the Closing Date in form and substance satisfactory to the Option Closing Date, as the case may be, with respect to such matters as the Underwriter may require, and the Underwriter. The Company shall have furnished to such counsel such documents as they request such may have requested for the purpose of enabling them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (HFF, Inc.)

Opinion of Counsel for the Underwriter. The Underwriter shall have received from Xxxxxx & Xxxxxxx Procter LLP, counsel for the Underwriter, such opinion or opinions, dated the Closing Date and the Option Closing Date, as the case may be, with respect to such matters as the Underwriter may require, and the Selling Stockholders and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Talos Energy Inc.)

Opinion of Counsel for the Underwriter. The Underwriter shall have received from Xxxxxx & Xxxxxxx Procter LLP, counsel for the Underwriter, such opinion or opinions, dated the Closing Date and the Option such Closing Date, as the case may be, with respect to such matters as the Underwriter may require, and the Selling Stockholders and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Talos Energy Inc.)

Opinion of Counsel for the Underwriter. The Underwriter shall have received from Xxxxxxx Procter LLPthe favorable opinion, dated as of the Closing Date, of Dxxxx Xxxx & Wxxxxxxx, counsel for the Underwriter, such opinion or opinions, dated the Closing Date and the Option Closing Date, as the case may be, with respect to such matters as the Underwriter may requirereasonably request, and the Company such counsel shall have furnished to such counsel received such documents and information as they may reasonably request for the purpose of enabling to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (GMX Resources Inc)

Opinion of Counsel for the Underwriter. The At Closing Time, the Underwriter shall have received from Xxxxxxx Procter the favorable opinion, dated as of the Closing Date, of BuckleySandler LLP, counsel for the Underwriter, such opinion or opinions, dated the Closing Date and the Option Closing Date, as the case may be, with respect to such matters as the Underwriter may reasonably require. Such counsel may state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers and other representatives of the Company shall have furnished to such counsel such documents as they request for the purpose and its subsidiaries and certificates of enabling them to pass upon such matterspublic officials.

Appears in 1 contract

Samples: Underwriting Agreement (Union Bankshares Corp)

Opinion of Counsel for the Underwriter. The Underwriter shall have received from Xxxxxxx Procter LLP, counsel for the Underwriter, such opinion or opinions, dated on and as of the Closing Date and or the Option Closing Date, as the case may be, an opinion of Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may requirereasonably request, and the Company such counsel shall have furnished to such counsel received such documents and information as they may reasonably request for the purpose of enabling to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (EQT Corp)

AutoNDA by SimpleDocs

Opinion of Counsel for the Underwriter. The Underwriter shall have received from Xxxxxxx Procter LLPon the First Closing Date, counsel for or the Underwriter, such opinion or opinions, dated the Closing Date and the Option Second Closing Date, as the case may be, with respect to such matters as an opinion of Xxxxxx Xxxxxxx Xxxxxxxx & Xxxxxx, substantially in the Underwriter may require, and the form of Exhibit E hereto. The Company shall have furnished to such counsel such documents as they request may have requested for the purpose of enabling them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Avanir Pharmaceuticals)

Opinion of Counsel for the Underwriter. The Underwriter shall have received from Xxxxxxx Procter Xxxxxxxx & Xxxxx LLP, counsel for the Underwriter, such opinion or opinions, dated the Closing Date and addressed to the Option Closing Date, as the case may beUnderwriter, with respect to such the issuance and sale of the Securities, the Indenture, the Registration Statement, the Prospectus (as amended or supplemented), the Disclosure Package and other related matters as the Underwriter may reasonably require, and the Company shall have furnished to such counsel such documents as they reasonably request for the purpose of enabling them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Aes Corp)

Opinion of Counsel for the Underwriter. The Underwriter shall have received from Xxxxxxx Procter LLP, counsel for the Underwriter, such a written opinion or opinionsand negative assurance letter, each dated the Closing Date and the Option Closing Date, as the case may be, with respect to such matters as the Underwriter may reasonably require, and the Company shall have furnished to such counsel such documents as they request it requests for the purpose of enabling them it to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Tilray, Inc.)

Opinion of Counsel for the Underwriter. The Underwriter shall have received from Xxxxxxx Procter LLPon and as of the Closing Date, a written opinion of Xxxxxx & Xxxxxx L.L.P., counsel for the Underwriter, such opinion or opinions, dated the Closing Date and the Option Closing Date, as the case may be, with respect to such matters as the Underwriter may requirereasonably request, and the Company such counsel shall have furnished to such counsel received such documents and information as they may reasonably request for the purpose of enabling to enable them to pass upon such matters.

Appears in 1 contract

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

Opinion of Counsel for the Underwriter. The Underwriter shall have received from on and as of the Closing Date an opinion and 10b-5 statement of Sxxxxxx Xxxxxxx Procter & Bxxxxxxx LLP, counsel for the Underwriter, such opinion or opinions, dated the Closing Date and the Option Closing Date, as the case may be, with respect to such matters as the Underwriter may requirereasonably request, and the Company such counsel shall have furnished to such counsel received such documents and information as they may reasonably request for the purpose of enabling to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Polypore International, Inc.)

Opinion of Counsel for the Underwriter. The Underwriter shall have received from Xxxxxxx Procter LLP, counsel for the Underwriter, such opinion or opinions, dated the Closing Date and the Option Closing Date, as the case may be, with respect to such matters as the Underwriter may require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Pico Holdings Inc /New)

Opinion of Counsel for the Underwriter. The Underwriter shall have received from Xxxxxx & Xxxxxxx Procter LLP, counsel for the Underwriter, such opinion or opinions, dated the Closing Date and the Option such Closing Date, as the case may be, with respect to such matters as the Underwriter may require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Talos Energy Inc.)

Opinion of Counsel for the Underwriter. The Underwriter shall have received from Xxxxxxx Procter LLP, counsel for the Underwriter, such opinion or opinions, dated on and as of the Closing Date and or the Option Additional Closing Date, as the case may be, an opinion of Xxxxx Day, counsel for the Underwriter, with respect to such matters as the Underwriter may requirereasonably request, and the Company such counsel shall have furnished to such counsel received such documents and information as they may reasonably request for the purpose of enabling to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Union Drilling Inc)

Opinion of Counsel for the Underwriter. The Underwriter shall have received from Pillsbury Wxxxxxxx Xxxx Xxxxxxx Procter LLP, counsel for the Underwriter, such opinion or opinions, dated the Closing Date and the Option such Closing Date, as the case may be, with respect to such matters as the Underwriter may require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Cell Genesys Inc)

Opinion of Counsel for the Underwriter. The Underwriter shall have received from Xxxxxxx Procter LLP, counsel for the Underwriter, such opinion or opinions, dated on and as of the Closing Date and or the Option Additional Closing Date, as the case may be, an opinion of Xxxxxx Xxxxxxx Xxxxxxxx & Xxxxxx, Professional Corporation, counsel for the Underwriter, with respect to such matters as the Underwriter may requirereasonably request, and the Company such counsel shall have furnished to such counsel received such documents and information as they may reasonably request for the purpose of enabling to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Myriad Genetics Inc)

Opinion of Counsel for the Underwriter. The Underwriter shall have received from Xxxxxxx Procter LLP, counsel for the Underwriter, such opinion or opinions, dated on and as of the Closing Date and or the Option Additional Closing Date, as the case may be, an opinion of Sxxxxxx Xxxxxxx & Bxxxxxxx LLP, counsel for the Underwriter, with respect to such matters as the Underwriter may requirereasonably request, and the Company such counsel shall have furnished to such counsel received such documents and information as they may reasonably request for the purpose of enabling to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Denbury Resources Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!