Opinion of Parent's Counsel. The Company shall have received the opinion of Pxxxxx Bxxxx, counsel to Parent, or another counsel reasonably satisfactory to the Company, substantially in the form attached hereto as Exhibit E;
Opinion of Parent's Counsel. The Company shall have received --------------------------- the favorable written opinion of counsel for Parent dated the Closing Date, in form and substance reasonably acceptable to the Company.
Opinion of Parent's Counsel. The Company shall have received from counsel for Parent, a favorable opinion dated the Closing Date to the effect set forth in Exhibit H hereto.
Opinion of Parent's Counsel. The Company shall have received from Gxxxxxxxx Txxxxxx, LLP, New York, New York, counsel for Parent, a favorable opinion dated the Closing Date to the effect set forth in Exhibit I hereto.
Opinion of Parent's Counsel. Parent shall deliver to Shareholder a favorable opinion of counsel for Parent, dated as of Closing, in the form specified in Article XII hereof.
Opinion of Parent's Counsel. The Company shall have received from counsel for Parent, a favorable opinion dated the Closing Date with respect to such matters as are customary in transactions of the type contemplated by this Agreement.
Opinion of Parent's Counsel. INT'X.xxx have received an opinion dated the Closing Date of Xxxxx, Xxxxxxx & Xxxxxxxxx, LLP, substantially in the form attached as EXHIBIT 8.3.
Opinion of Parent's Counsel. The Company and the Principal Shareholders shall have received an opinion dated the Closing Date of Xxxxxxxx Xxxxx Singer & Xxxxxxxxx, LLP, counsel to Parent and Acquisition Sub in form and substance reasonably satisfactory to the Company, in the form annexed hereto as Exhibit 10.6.
Opinion of Parent's Counsel. At the Closing, Parent shall deliver to Shareholder an opinion of Harwxxx Xxxaxx Xxxx Xxxxxxx & Xanner, P.C. dated the date of the Closing and pursuant to the Legal Opinion Accord of the ABA Paragraph of Business Law (1991), in form and substance reasonably satisfactory to Shareholder and their counsel to the effect that:
(1) Parent and Capstone Sub are corporations duly organized, validly existing and in good standing under the laws of the States of Delaware and Maryland, respectively, and each has all requisite corporate power and corporate authority to own, operate and lease its properties and assets and to carry on its business as now conducted.
(2) Each of Parent and Capstone Sub has the corporate power and corporate authority to execute, deliver and carry out the terms of this Agreement and all documents and agreements delivered by Parent and Capstone Sub at Closing and to consummate the transactions contemplated on the part of Parent and Capstone Sub hereby and thereby; Each of Parent and Capstone Sub has taken all action required by law, and its Certificate of Incorporation and Bylaws, to authorize such execution, delivery and consummation of this Agreement, and this Agreement, and all other agreements delivered by Parent and Capstone Sub at Closing constitute the valid and binding obligations of Parent and Capstone Sub, respectively enforceable in accordance with their respective terms, except as enforcement may be limited by bankruptcy, insolvency, reorganization or similar laws affecting creditors' rights generally and by general principles of equity.
(3) The Merger Consideration Stock, when issued, will be duly authorized, validly issued, fully paid and nonassessable.
Opinion of Parent's Counsel. The Company shall have received from Xxxxxx Xxxxxxx and Xxxxxxx & West LLP, counsel to Parent, opinions substantially in the form of Exhibit 7.7.
