Opinion of Counsel to United Sample Clauses

Opinion of Counsel to United. New United and United/New United Merger Sub shall have received the opinion of Holme Xxxxxxx & Xxxx LLP, counsel to United, dated the Closing Date, in the form set forth on Exhibit 11.4(b) hereto.
AutoNDA by SimpleDocs
Opinion of Counsel to United. Raritan shall have received an opinion of counsel to United, dated the date of the Closing, in form and substance reasonably satisfactory to Raritan, covering the matters set forth on Schedule 6.3 hereto and any other matter reasonably requested by Raritan.
Opinion of Counsel to United. The Liberty Parties shall have received the following opinions, each dated the Closing Date: (a) the opinion of Xxxxxxxx, Xxxxx & Xxxxxxx, in the form set forth on Exhibit 11.4(a) hereto, (b) the opinion of Holme Xxxxxxx & Xxxx LLP, in the form set forth on Exhibit 11.4(b) hereto, (c) the opinion of Holme Xxxxxxx & Xxxx LLP, in the form set forth on Exhibit 11.4(c) hereto and (d) the opinion of Holme Xxxxxxx & Xxxx LLP, in the form set forth in Exhibit 11.4(d) hereto.
Opinion of Counsel to United. The Liberty Parties shall have received the following opinions, each dated the Closing Date: (a) the opinion of Prickett, Jones & Elliott, in the form set forth on Exhibit 11.4(a) xxxxxx, (x) xhe xxxxxxx of Holme Roberts & Owen LLP, in the form set forth on Exhibit 11.4(b) heretx, (x) the xxxnion of Holme Roberts & Owen LLP, in the form set forth on Exhibit 11.4(c) heretx xxx (d) xxx opinion of Holme Roberts & Owen LLP, in the form set forth in Exhibit 11.4(d) heretx.
Opinion of Counsel to United. Vista shall have received an opinion of counsel to United, dated the date of the Closing, in form and substance reasonably satisfactory to Vista, covering the matters set forth on Schedule 6.3 hereto and any other matter reasonably requested by Vista.
Opinion of Counsel to United. Faxxxxxxxx shall have received an opinion of counsel to United, dated the date of the Closing, in form and substance reasonably satisfactory to Faxxxxxxxx, covering the matters set forth in Schedule 6.3.

Related to Opinion of Counsel to United

  • Opinion of Counsel, Etc At the Closing, the Purchasers shall have received an opinion of counsel to the Company, dated the date of the Closing, in the form of Exhibit G hereto, and such other certificates and documents as the Purchasers or its counsel shall reasonably require incident to the Closing.

  • Opinion of Counsel for Company At Closing Time, the Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxx, Xxxxx & Xxxxxxx LLP, counsel for the Company, 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 to the effect set forth in Exhibit A hereto and to such further effect as counsel to the Underwriters may reasonably request.

  • Opinion of counsel for Fund (1) With respect to the status of the shares of Fund in the new form under the Securities Act of 1933, and any other applicable federal or state laws. (2) To the effect that the issued shares in the new form are, and all unissued shares will be when issued, validly issued, fully paid and non-assessable.

  • Opinion of Counsel The Indenture Trustee shall receive at least seven days prior written notice when requested by the Issuer to take any action pursuant to Section 8.04(b), accompanied by copies of any instruments involved, and the Indenture Trustee shall also require, as a condition to such action, an Opinion of Counsel, in form and substance satisfactory to the Indenture Trustee, stating the legal effect of any such action, outlining the steps required to complete the same, and concluding that all conditions precedent to the taking of such action have been complied with and such action will not materially and adversely impair the security for the Notes or the rights of the Noteholders in contravention of the provisions of this Indenture; provided, however, that such Opinion of Counsel shall not be required to express an opinion as to the fair value of the Trust Estate. Counsel rendering any such opinion may rely, without independent investigation, on the accuracy and validity of any certificate or other instrument delivered to the Indenture Trustee in connection with any such action.

  • Opinion of Counsel to the Company The Placement Agent shall have received from, Xxxxxx & Xxxxxxx LLP, such counsel’s written opinion, addressed to the Placement Agent and the Investors and dated the Closing Date, in form and substance as is set forth on Exhibit D attached hereto. Such counsel shall also have furnished to the Placement Agent a written statement, addressed to the Placement Agent and dated the Closing Date, in form and substance as set forth in Exhibit E attached hereto.

  • 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.

  • Legal Opinion of Counsel The Administrative Agent shall have received an opinion or opinions (including, if requested by the Administrative Agent, local counsel opinions) of counsel for the Credit Parties, dated the Closing Date and addressed to the Administrative Agent and the Lenders, in form and substance acceptable to the Administrative Agent (which shall include, without limitation, opinions with respect to the due organization and valid existence of each Credit Party, opinions as to perfection of the Liens granted to the Administrative Agent pursuant to the Security Documents and opinions as to the non-contravention of the Credit Parties’ organizational documents and Material Contracts).

  • Opinion of Counsel to Trustee The Trustee, subject to the provisions of Sections 5.01 and 5.02, shall receive an Opinion of Counsel, prepared in accordance with Section 10.05, as conclusive evidence that any such consolidation, merger, sale, lease or conveyance, and any such assumption, and any such liquidation or dissolution, complies with the applicable provisions of this Indenture.

  • Opinion of Counsel for Underwriter The opinion of Xxxxxx Price P.C., counsel for the Underwriter, dated such Date of Delivery, relating to the 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 Underwriters If requested by the Representatives, the favorable opinion of Xxxxxx & Xxxxxxx LLP, counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(d) hereof.

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