Opinion of Xxxxxx'x Counsel Sample Clauses

Opinion of Xxxxxx'x Counsel. Nami shall receive from Xxxxxx'x Counsel an opinion in form and substance reasonably satisfactory to and addressed to Nami and dated the Closing Date, stating: (i) Xxxxxx is duly organized, validly existing and in good standing under the laws of the State of Tennessee; (ii) Xxxxxx has the corporate power to conduct its business and to execute and deliver this Agreement and to perform its obligations under this Agreement; (iii)Xxxxxx has authorized the execution, delivery and performance of this Agreement by all necessary corporate action;
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Opinion of Xxxxxx'x Counsel. An opinion, dated as of the -------------------------- Closing Date, of Xxxxxx, Xxxxxx & Xxxxxxxxx, counsel to Buyer and Xxxxxxx as to such matters of law as are reasonably requested by Buffton and CTI which are customary in transactions of the nature contemplated by this Agreement, subject to customary exceptions; and
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Opinion of Xxxxxx'x Counsel. The EDAC Stockholders' Representative, Deanco and EDAC shall have received an opinion, dated the Closing Date, of Xxxxx Xxxxxxxxxx, to the effect set forth in EXHIBIT V attached hereto.
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Opinion of Xxxxxx'x Counsel. There shall have been delivered to DGD at the Effective Time, in form and substance reasonably satisfactory to DGD and its counsel (i) the opinion of Xxxxxx Xxxx & Xxxxxx LLP regarding certain customary corporate matters, dated as of the Effective Date and (ii) a letter from AA, dated as of the Effective Date, in form and substance reasonably satisfactory to DGD, regarding matters customarily included in registration statements on Form S-4.
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Opinion of Xxxxxx'x Counsel. Xxxxxx agrees to furnish to the Company, --------------------------- at Xxxxxx'x expense, an opinion of counsel to Xxxxxx addressed to the Company, substantially to the effect set forth in Article IV hereof (subject to customary ---------- qualifications and exceptions), on or before the making of the first Capital Contribution hereunder subsequent to the Closing Date.
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Opinion of Xxxxxx'x Counsel. There shall have been delivered to DGD at the Closing in form and substance reasonably satisfactory to DGD and its counsel the opinion of Xxxxxx Xxxx & Xxxxxx LLP regarding certain customary corporate matters, dated as of the Closing Date.
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Opinion of Xxxxxx'x Counsel. DIGITAL shall have received from ----------------------------- counsel to XXXXXX an opinion in the form of Exhibit 8.5. -----------
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Related to Opinion of Xxxxxx'x 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 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.

  • Legal Opinion of Counsel The Administrative Agent shall have received an opinion or opinions (including, if requested by the Administrative Agent, local counsel opinions) of counsel for the Credit Parties, dated the Closing Date and addressed to the Administrative Agent and the Lenders, in form and substance acceptable to the Administrative Agent (which shall include, without limitation, opinions with respect to the due organization and valid existence of each Credit Party, opinions as to perfection of the Liens granted to the Administrative Agent pursuant to the Security Documents and opinions as to the non-contravention of the Credit Parties’ organizational documents and Material Contracts).

  • 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 Counsel to the Obligors A customary favorable written opinion (addressed to the Administrative Agent and the Lenders and dated the Effective Date) of Dechert LLP, New York counsel for the Obligors.

  • 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 Tax Counsel The Company shall have received an opinion from Xxxxxx Xxxxxx Rosenman LLP, special counsel to the Company, dated the Closing Date, to the effect that, on the basis of the facts, representations and assumptions set forth or referred to in such opinion, the Merger will qualify as a “reorganization” within the meaning of Section 368(a) of the Code. In rendering its opinion, Xxxxxx Xxxxxx Xxxxxxxx LLP may require and rely upon representations contained in letters from each of HEOP and the Company.

  • 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 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 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.

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