Opinion of Guarantor’s Counsel Sample Clauses

Opinion of Guarantor’s Counsel. Bank shall have received a favorable legal opinion provided by Hong Kong counsel to Bank on enforceability of Guarantor’s stock pledge of Corsair Hong Kong Ltd.
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Opinion of Guarantor’s Counsel. The Lenders shall have received from Guarantor's Counsel an opinion in a form satisfactory to the Lenders and Lenders' Counsel, in each case acting reasonably.
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Opinion of Guarantor’s Counsel. Within thirty (30) days of the Effective Date, the Credit Parties shall deliver to Bank a written opinion of the Guarantor’s legal counsel in the form and substance reasonably acceptable to the Bank, which shall include, without limitation, each of the opinions listed on the Form of Opinion of Guarantor’s Counsel included in Exhibit D attached hereto, subject to customary exceptions and assumptions. If Guarantor does not deliver such opinion to Bank on or prior to thirty (30) days after the Effective Date, the Credit Parties shall pay to Bank three hundred seventy five thousand dollars ($375,000) on the thirty-first (31st) day following the Effective Date in immediately available funds. For the avoidance of doubt, no Discretionary Excess Cash Flow Distributions shall be made until this Section 5.20 has been satisfied in form and substance acceptable to Bank.
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Opinion of Guarantor’s Counsel. An opinion from each Guarantor's legal counsel, substantially in the form of Schedule "2.8(a)" and "2.8(b)" attached hereto.
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Opinion of Guarantor’s Counsel. Prior to the Funding Date with respect to the initial advance under the New Equipment Subfacility, Lender shall have received an opinion of legal counsel for Guarantor in form and substance satisfactory to Lender and addressing such matters as Lender may reasonably request. In no event, including Borrower’s failure to request an Equipment Loan Advance within thirty (30) days of the Effective Date hereof (excluding the initial Equipment Loan Advance), shall the legal opinion required under this Section 4(b)(ix) be delivered to Lender more than thirty (30) days after the Effective Date, and failure to satisfy such requirement by such date shall constitute and Event of Default hereunder.
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Opinion of Guarantor’s Counsel. Bank shall have received the written opinion addressed to it of counsel for Guarantor satisfactory to Bank as to matters contained in Section 4 (a) - (f), and (h) of the Guaranty Agreement and the pledge of all of Debtor's issued and outstanding stock to Bank.
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Opinion of Guarantor’s Counsel. Seller shall have received from legal counsel for Guarantor a duly executed original legal opinion dated as of the Closing Date, in form and substance acceptable to Seller, opining to Seller that: (a) upon due execution and recordation or filing as may be specified in the opinion, the Subordination Agreement is and shall be a legal, valid and binding instrument, enforceable against Guarantor in accordance with its terms; (b) the Subordination Agreement has been duly executed and delivered by Guarantor; and (c) such other matters, incident to the transactions contemplated hereby, as Seller may reasonably request.
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Opinion of Guarantor’s Counsel. A favorable opinion of ------------------------------ Lackowicz & Shier, special counsel for the Guarantors, covering such matters as xxx Lender shall reasonably require (and the Guarantors hereby instruct such counsel to deliver such opinion to the Lender).
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Opinion of Guarantor’s Counsel. A written opinion, dated the Agreement Execution Date, from outside counsel for the Guarantors which counsel is reasonably satisfactory to Administrative Agent, substantially in the form attached hereto as Exhibit E.
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Related to Opinion of Guarantor’s Counsel

  • Additional Guarantors; Release of Guarantors SECTION 5.11 OF THE CREDIT AGREEMENT PROVIDES THAT CERTAIN SUBSIDIARIES MUST BECOME GUARANTORS BY, AMONG OTHER THINGS, EXECUTING AND DELIVERING TO AGENT A COPY OF THIS GUARANTY. ANY SUBSIDIARY WHICH EXECUTES AND DELIVERS TO THE AGENT THIS GUARANTY SHALL BE A GUARANTOR FOR ALL PURPOSES HEREUNDER. UNDER CERTAIN CIRCUMSTANCES DESCRIBED IN SECTION 5.10 OF THE CREDIT AGREEMENT, CERTAIN SUBSIDIARIES MAY OBTAIN FROM THE AGENT A WRITTEN RELEASE FROM THIS GUARANTY PURSUANT TO THE PROVISIONS OF SUCH SECTION, AND UPON OBTAINING SUCH WRITTEN RELEASE, ANY SUCH SUBSIDIARY SHALL NO LONGER BE A GUARANTOR HEREUNDER. EACH OTHER GUARANTOR CONSENTS AND AGREES TO ANY SUCH RELEASE AND AGREES THAT NO SUCH RELEASE SHALL AFFECT ITS OBLIGATIONS HEREUNDER.

  • Opinion of General Counsel Xxxxx Xxxxxx, the General Counsel of the Company, shall have furnished to the Representative, at the request of the Company, her written opinion, addressed to the Underwriters, dated the Closing Date or the Additional Closing Date, as the case may be, in form and substance reasonably satisfactory to the Representative.

  • Guarantors Consent Each Guarantor shall have executed a confirming consent, substantially in the form attached hereto as Annex A or otherwise satisfactory to the Agent (a “Confirming Consent”), and delivered the same to the Agent at 0000 Xxxxxx xx xxx Xxxxxxxx, Xxx Xxxx, Xxx Xxxx 00000 (Attention: Loan Administration) or such other place directed by the Agent.

  • Opinion of Counsel to Credit Parties The Initial Lender and the applicable Agent or Agents shall have received all opinions of counsel (including any additional opinions of counsel as required under any Security Document) to the Credit Parties that is acceptable to the Initial Lender, addressed to the Initial Lender and the applicable Agent or Agents and dated the Closing Date, in form and substance satisfactory to the Initial Lender and the applicable Agent (and the Parent hereby instructs such counsel to deliver such opinions to such Persons).

  • Opinion of Counsel to the Borrower A favorable written opinion (addressed to the Administrative Agent and the Lenders and dated the Effective Date) of Dechert LLP, counsel for the Obligors, in form and substance reasonably acceptable to the Administrative Agent and covering such matters as the Administrative Agent may reasonably request (and the Borrower hereby instructs such counsel to deliver such opinion to the Lenders and the Administrative Agent).

  • Opinion of Counsel to the Agents The opinion of Xxxxx Xxxxx LLP, counsel to the Agents, with respect to the incorporation of the Company, this Agreement, the Notes and the Indenture, and other related matters as the Agents may reasonably request, and such counsel shall have received such papers and information as they may reasonably request to enable them to pass upon such matters. In giving such opinion Xxxxx Xxxxx LLP shall additionally state that they have examined various documents and participated in conferences with representatives of the Company and its counsel and with representatives of the Agents at which times the contents of the Registration Statement, the Prospectus and related matters were discussed and, although such counsel is not passing upon and assumes no responsibility for the accuracy, completeness or fairness of the statements contained in the Registration Statement, the Prospectus or in the documents incorporated by reference therein, and are not making any representation that they have independently verified or checked the accuracy, completeness or fairness of such statements, no facts have come to such counsel’s attention that cause them to believe that the Registration Statement or any amendment thereto at the time the Registration Statement or amendment (including the filing of an Annual Report on Form 10-K with the Commission) became effective or was filed, as the case may be, contained an untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statements therein not misleading, or that the Prospectus or any amendment or supplement thereto as of its date, if applicable, and at the Settlement Date, contained or contains an untrue statement of a material fact or omitted or omits to state a material fact necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading or, if such opinion is being delivered in connection with a Terms Agreement pursuant to Section 7(c) hereof, that the Disclosure Package as of the Applicable Time or as of the date of such opinion included or includes an untrue statement of a material fact or omitted or omits to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except in each such case, such counsel may state that they are expressing no view as to the financial statements and related schedules or the other financial data included or incorporated by reference in or omitted from the Registration Statement, the Prospectus, the Disclosure Package or any Statement of Eligibility on Form T-1.

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