Common use of Opinion of Counsel to Be Given to Trustee Clause in Contracts

Opinion of Counsel to Be Given to Trustee. The Company shall not enter into any consolidation, merger, sale, conveyance, transfer or lease subject to Section 7.02 unless the Trustee shall have received an Officers’ Certificate and an Opinion of Counsel as conclusive evidence that any such consolidation, merger, sale, conveyance, transfer or lease and any such assumption and, if a supplemental indenture is required in connection with such transaction, such supplemental indenture, complies with the provisions of this Article VII.

Appears in 8 contracts

Samples: Eighth Supplemental Indenture (Radian Group Inc), Seventh Supplemental Indenture (Radian Group Inc), Sixth Supplemental Indenture (Radian Group Inc)

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Opinion of Counsel to Be Given to Trustee. The Company shall not enter into effect any consolidation, merger, saleconsolidation, conveyance, transfer or lease subject referred to in Section 7.02 12.01 unless the Trustee shall have received receive an Officers’ Certificate and an Opinion of Counsel as conclusive evidence that any such consolidation, merger, sale, conveyance, transfer or lease and any such assumption and, if a supplemental indenture is required in connection with such transaction, such supplemental indenture, complies with the provisions of this Article VII12.

Appears in 6 contracts

Samples: Indenture (Salix Pharmaceuticals LTD), Indenture (MGM Resorts International), Indenture (Salix Pharmaceuticals LTD)

Opinion of Counsel to Be Given to Trustee. The Company shall not enter into effect any consolidation, merger, saleconsolidation, conveyance, transfer or lease subject referred to in Section 7.02 10.01 unless the Trustee shall have received receive an Officers’ Certificate and an Opinion of Counsel as conclusive evidence that any such consolidation, merger, sale, conveyance, transfer or lease and any such assumption and, if a supplemental indenture is required in connection with such transaction, such supplemental indenture, complies with the provisions of this Article VII10.

Appears in 2 contracts

Samples: Indenture (Ascent Capital Group, Inc.), Indenture (Ascent Capital Group, Inc.)

Opinion of Counsel to Be Given to Trustee. The Company shall not enter into effect any consolidation, merger, saleconsolidation, conveyance, transfer transfer, split-off or lease subject referred to in Section 7.02 10.01 unless the Trustee shall have received receive an Officers’ Certificate and an Opinion of Counsel as conclusive evidence that any such consolidation, merger, sale, conveyance, transfer transfer, split-off or lease and any such assumption and, if a supplemental indenture is required in connection with such transaction, such supplemental indenture, complies with the provisions of this Article VII10.

Appears in 2 contracts

Samples: Indenture (Qiagen Nv), Indenture (Qiagen Nv)

Opinion of Counsel to Be Given to Trustee. The Company shall not enter into effect any consolidation, merger, saleconsolidation, conveyance, transfer or lease subject referred to in Section 7.02 10.01 unless the Trustee shall have received receive an Officers’ Certificate and an Opinion of Counsel each stating that and as conclusive evidence that any such consolidation, merger, sale, conveyance, transfer or lease and any such assumption and, if a supplemental indenture is required in connection with such transaction, such supplemental indenture, complies with the provisions of this Article VII10.

Appears in 1 contract

Samples: Indenture (Kaman Corp)

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Opinion of Counsel to Be Given to Trustee. The Company shall not enter into any consolidation, merger, sale, conveyance, transfer or lease subject to Section 7.02 6.02 unless the Trustee shall have received an Officers’ Officer’s Certificate and an Opinion of Counsel as conclusive evidence that any such consolidation, merger, sale, conveyance, transfer or lease and any such assumption and, if a supplemental indenture is required in connection with such transaction, such supplemental indenture, complies with the provisions of this Article VIIVI.

Appears in 1 contract

Samples: First Supplemental Indenture (Enact Holdings, Inc.)

Opinion of Counsel to Be Given to Trustee. The Company shall not enter into effect any consolidation, merger, saleconsolidation, conveyance, transfer or lease subject referred to in Section 7.02 12.01 unless the Trustee shall have received receive an Officers’ Certificate and an Opinion of Counsel as conclusive evidence that any such consolidation, merger, sale, conveyance, transfer or lease and any such assumption and, if a supplemental indenture is required in connection with such transaction, such supplemental indenture, complies with the provisions of this Article VII12. ARTICLE 13 IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS

Appears in 1 contract

Samples: Indenture (MGM Mirage)

Opinion of Counsel to Be Given to Trustee. The Company shall not enter into effect any consolidation, merger, saleconsolidation, conveyance, transfer or lease subject referred to in Section 7.02 9.01 unless the Trustee shall have received an Officers’ Certificate and an Opinion of Counsel Counsel, setting forth the statements provided for in Section 13.10, which the Trustee may rely upon as conclusive evidence that any such consolidation, merger, sale, conveyance, transfer or lease and any such assumption and, if a supplemental indenture is required in connection with such transaction, such supplemental indenture, complies with the provisions of this Article VIIIX.

Appears in 1 contract

Samples: Indenture (Liberty Media Corp)

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