Opinion of Foreign Counsel Sample Clauses

Opinion of Foreign Counsel. The Company and the Guarantors have taken reasonable best efforts to deliver to the Purchasers an opinion, dated the Closing Date, of foreign counsel for the foreign subsidiaries of the Company named in Schedule D hereto (each, an “Active Foreign Subsidiary”), with respect to the organization, existence and capitalization of, and certain defaults, conflicts and pending proceedings with respect to each Active Foreign Subsidiary that is substantially similar in form and substance to the opinion executed and delivered in connection with the Purchase Agreement, dated June 17, 2009, with respect to the Existing Notes, with such changes as may be satisfactory to the Purchaser and the Collateral Trustee, with such qualifications, assumptions and exceptions as are customary for the respective jurisdictions, and the Company and the Guarantors will deliver such opinion to the Purchasers no later than 60 days following the Closing Date.
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Opinion of Foreign Counsel. A legal opinion issued to Lenders by New Borrower's local counsel, in form and substance reasonably acceptable to Lenders.
Opinion of Foreign Counsel. Romulo, Mabanta, Bxxxxxxxxxxx Xxxxx and de Los Angeles shall have furnished to the Representatives such counsel’s written opinion, as Philippine counsel to the Company, addressed to the Underwriters and dated the Closing Date, substantially in the form attached hereto as Exhibit B.
Opinion of Foreign Counsel. FOR THE COMPANY from each of the foreign counsel of the Company set forth below, in respect of the pledges of foreign stock, addressed to the Lenders, the Issuing Banks, the U.S. Administrative Agent, the European Administrative Agent and the Syndication Agent:
Opinion of Foreign Counsel. The Purchasers shall have received an opinion, dated the Closing Date, of foreign counsel for the foreign subsidiaries of the Company named in Schedule D hereto (each, an “Active Foreign Subsidiary”), with respect to the organization, existence and capitalization of, and certain defaults, conflicts and pending proceedings with respect to each Active Foreign Subsidiary and otherwise in form and substance satisfactory to the Purchaser and the Collateral Trustee, with such qualifications, assumptions and exceptions as are customary for the respective jurisdictions.
Opinion of Foreign Counsel. Date: To: Federal Reserve Bank of Attention: Legal Department In re: * Dear Sir or Madam: In connection with the authorization for (“Institution”) to establish a master account with the Federal Reserve Bank(s) of , you have requested that we furnish you with an opinion of counsel regarding the authority of the Institution, including its under the laws of . *, to engage in those activities We are counsel to the Institution in , , its , and in such capacity are familiar with its affairs and the applicable laws of and the country in which the Institution principally conducts its banking business. We are of the opinion that:

Related to Opinion of Foreign Counsel

  • Opinion of Company Counsel On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions of (i) Xxxx Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance satisfactory to you.

  • Opinion of Company's Counsel The Purchaser shall have received from Morrxxxx & Xoerxxxx XXX, counsel for the Company, an opinion dated the Closing Date, in the form attached hereto as Exhibit C.

  • Opinion of Special Counsel The Administrative Agent shall have received a favorable written legal opinion (addressed to the Administrative Agent and the Lenders and dated the Effective Date) of Special Counsel, substantially in the form of Exhibit C (and the Administrative Agent requests Special Counsel to deliver such opinion).

  • Opinion of Tax Counsel On or prior to the date that the first Securities are sold pursuant to the terms of this Agreement, each time Securities are delivered to the Manager as principal on a Settlement Date, and as promptly as possible and in no event later than 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 D for which no waiver is applicable, the Company shall cause to be furnished to the Manager a written opinion of Hxxxxxxx LLP, tax counsel for the Company and the Operating Partnership, or other counsel satisfactory to the Manager, in form and substance satisfactory to the Manager and its counsel, dated the date that the opinion is required to be delivered, substantially similar to the form attached hereto as Exhibit F, modified, as necessary, to relate to the Registration Statement and the Prospectus as then amended or supplemented; provided, however, that in lieu of such opinions for subsequent Representation Dates, any such counsel may furnish the Manager with a Reliance Letter to the effect that the Manager may rely on a prior opinion delivered under this Section 7(q) to the same extent as if it were dated the date of such letter (except that statements in such prior opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended or supplemented at such Representation Date).

  • 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 for Seller The Buyer shall have received a favorable opinion from counsel for the Seller dated the date of the Closing, in form satisfactory to counsel for the Buyer, to the effect that:

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