Opinion of Seller Counsel. Buyer shall have received an opinion from counsel of Seller dated as of the Closing Date and in substantially the form attached as EXHIBIT J hereto.
Opinion of Seller Counsel. Seller shall have delivered to Purchaser at the Closing an opinion of Wxxxxx Xxxxxxx Xxxxxxxx & Rxxxxx, counsel to Seller, dated the Closing Date, in form reasonably satisfactory to Purchaser.
Opinion of Seller Counsel. Buyer shall have received an opinion of Seller Counsel, counsel to Seller, dated as of the Closing, in form reasonably satisfactory to Buyer, as to the matters set forth in Exhibit 3.
Opinion of Seller Counsel. 27 8.4 Xxxxxxxxxx Employment Agreement................................27 8.5
Opinion of Seller Counsel. SELLER shall have delivered to ProMedCo and ProMedCo-SW at the Closing an opinion of Xxxxx & Xxxxxxxx, P.A., counsel to SELLER, dated the Closing Date, in form and substance satisfactory to ProMedCo and ProMedCo-SW, to the effect set forth as Appendix 8.3 attached hereto.
Opinion of Seller Counsel. Seller shall have delivered to Purchaser at the Closing an opinion of Wilson Sonsini Goodrich & Rosati, counsel to Seller, dated the Closinx Xxxx, xx xxxx xxxxxxxbly xxxxxfactory to Purchaser.
Opinion of Seller Counsel. At the Closing, legal counsel to Seller. shall have delivered to Buyer the legal opinion in the form of Exhibit E-1
Opinion of Seller Counsel. Purchaser shall have received an opinion from Olshan, Grundman, Frome, Rxxxxxxxxx & Wolosky, LLP, counsel to Seller, dated the Closing Date, substantially in the form and substance set forth as Exhibit 7(e) hereto.
Opinion of Seller Counsel. An opinion of Sxxxxxxx & Kxxx, counsel for Seller, dated the Closing Date, in substantially the form of Exhibit 3.5(a)(xii);
Opinion of Seller Counsel. The Buyer shall have received a favorable opinion, dated as of the Closing Date, from Xxxxx Xxxxx, counsel to Seller, in form and substance satisfactory to Buyer, to the effect that (i) the Seller has business under the name "ircle M Vacuum Services" under the laws of the State of Texas; (ii) all proceedings required to be taken by or on the part of Seller to authorize the execution of this Agreement, the Lease Agreement and the Noncompetition Agreement and the implementation of the transactions contemplated hereby and thereby have been taken; (iii) the Seller owns all of the Assets free and clear of any Encumbrances other than those Encumbrances listed on the Schedules to this Agreement; and (iv) (A) this Agreement, the Lease Agreement and the Noncompetition Agreement have been duly executed and delivered by, and are the legal, valid and binding obligations of the Seller and are enforceable against the Seller in accordance with their respective terms, in each case, except as the enforceability may be limited by (a) equitable principles of general applicability or (b) bankruptcy, insolvency, reorganization, fraudulent conveyance or similar laws affecting the rights of creditors generally. In rendering such opinion, such counsel may rely upon (x) certificates of public officials and of officers of the Seller as to the matters of fact and (y) on the opinion or opinions of other counsel, which opinions shall be reasonably satisfactory to Buyer, as to matters other than federal or Texas law.
