OPINION OF SPECIAL COUNSEL FOR YOU Sample Clauses

OPINION OF SPECIAL COUNSEL FOR YOU. 16 ss.4.2 Opinions of Counsel for the Company 16 ss.4.3 Performance of Obligations 17 ss.4.4 Representations True; No Event of Default 17 ss.4.5 Private Placement Number 17 ss.4.6 Fees and Disbursements of Special Counsel for You 17 ss.4.7 Legality 17 ss.4.8 Consents and Approvals 17 ss.4.9 Taxes. 18 ss.4.10 Dissolution; No Merger or Change in Control 18 ss.4.11 Funding Instructions 18 ss.4.12 Changes of Law 18 ss.4.13 Proceedings, Instruments, etc 18
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OPINION OF SPECIAL COUNSEL FOR YOU. You shall have received from ------------------------------------ Orrick, Herrington & Sutcliffe LLP, who are acting as special counsxx xxx yxx xx xxxxectxxx xxxx the transactions contemplated by this Agreement ("Special ------- Counsel"), an opinion, dated the Closing Date, in form and substance reasonably ------- satisfactory to you, to the effect set forth in Schedule III-A hereto. --------------
OPINION OF SPECIAL COUNSEL FOR YOU. Such Purchaser shall have received from its special counsel in connection with the transactions contemplated by this Agreement, an opinion, dated the applicable Closing Date, in form and substance satisfactory to such Purchaser.
OPINION OF SPECIAL COUNSEL FOR YOU. You shall have received from Orrixx, Xxrrxxxxxx & Xutcxxxxx, Xxw York, New York, who are acting as special counsel for you in connection with the transactions contemplated by this Agreement, an opinion, dated the Closing Date, in form and substance satisfactory to you, to the effect specified in Schedule 4.1 hereof.

Related to OPINION OF SPECIAL COUNSEL FOR YOU

  • Opinion of U.S. Counsel for the Company The Company shall have requested and caused Pxxx, Weiss, Rifkind, Wxxxxxx & Gxxxxxxx LLP, counsel for the Company, to have furnished to the Representative its opinions dated the Closing Date and addressed to the Representative in form and substance acceptable to the Representative.

  • Opinion of PRC Counsel for the Company At each Closing Date, the Underwriters shall have received the written opinion of Xxxxxxxxx Law Offices, PRC counsel for the Company, dated such Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Underwriters.

  • 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 General Counsel for the Company The General Counsel of the Company shall have furnished to the Representatives, at the request of the Company, his written opinion, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex A-2 hereto.

  • 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 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.

  • 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.

  • Payment of Special Counsel Fees Without limiting the provisions of Section 15.1, the Company shall have paid on or before the Closing the fees, charges and disbursements of your special counsel referred to in Section 4.4 to the extent reflected in a statement of such counsel rendered to the Company at least one Business Day prior to the Closing.

  • 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 General Counsel of the Company The General Counsel of the Company, shall have furnished to the Representatives, at the request of the Company, a written opinion, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives and substantially in the form previously agreed by the parties hereto.

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