Opinions of Company Counsel. On the Commencement Date, the Investor shall have received the opinion and negative assurances from outside counsel to the Company, dated the Commencement Date, in the forms mutually agreed to by the Company and the Investor prior to the date of this Agreement.
Opinions of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) of Gxxxxxxx Mxxxxx, Oxxxx and Hxx Xxx Law Offices, counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Opinions of Company Counsel. On the date of this Agreement, at each Representation Date and each date on which Shares are delivered to the Manager pursuant to a Terms Agreement, the Company will furnish or cause to be furnished to the Manager and to counsel to the Manager the written opinion of Xxxxx Lord LLP or other counsel reasonably satisfactory to the Manager, dated as of such date, in a form and substance reasonably satisfactory to the Manager and its counsel, of the same tenor as the opinion referred to in Section 5(e) of this Agreement, but modified as necessary to relate to the Registration Statement, the General Disclosure Package and the Prospectus as amended and supplemented, or to the documents incorporated by reference into the Prospectus, to the time of delivery of such opinion or, in lieu of such opinion, counsel last furnishing such letter to the Manager shall furnish the Manager with a letter substantially to the effect that the Manager may rely on such last opinion to the same extent as though it was dated the date of such letter authorizing reliance (except that statements in such last letter shall be deemed to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such letter authorizing reliance).
Opinions of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) of Xxxxx Xxxx & Xxxxxxxx LLP, U.S. counsel to the Company, and Xxxxxx and Calder, Cayman Islands counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Opinions of Company Counsel. On the date of this Agreement, at each Representation Date and each date on which Primary Shares are delivered to the Manager pursuant to a Terms Agreement, the Company will furnish or cause to be furnished to the Manager and the Forward Purchaser and to counsel for the Manager and the Forward Purchaser the written opinion of Dentons US LLP or other counsel reasonably satisfactory to the Manager and the Forward Purchaser, dated as of such date, in a form and substance reasonably satisfactory to the Manager and the Forward Purchaser and its counsel, of the same tenor as the opinion referred to in Section 5(e) of this Agreement, but modified as necessary to relate to the Registration Statement, the General Disclosure Package and the Prospectus as amended and supplemented, or to the documents incorporated by reference into the Prospectus, to the time of delivery of such opinion or, in lieu of such opinion, counsel last furnishing such letter to the Manager and the Forward Purchaser shall furnish the Manager and the Forward Purchaser with a letter substantially to the effect that the Manager and the Forward Purchaser may rely on such last opinion to the same extent as though it was dated the date of such letter authorizing reliance (except that statements in such last letter shall be deemed to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such letter authorizing reliance).
Opinions of Company Counsel. The Agent shall have received favorable written opinions of O'Melveny & Xxxxx LLP, counsel for the Company, in substantially the form of Exhibit G, and the General Counsel of the Company, in substantially the form of Exhibit H.
Opinions of Company Counsel. Each Investor shall have received from outside counsel for the Company, an opinion, dated as of the Closing Date, in substantially the form attached hereto as Exhibit E.
Opinions of Company Counsel. Execution and Delivery of Transaction Documents; Issuance of Warrants and Common Stock
Opinions of Company Counsel. Such Investor shall have received from each of Cayman counsel, US counsel and PRC counsel for the Company, an opinion, dated as of the date of the Closing, in substantially the forms reasonably agreed with such Investor.
Opinions of Company Counsel. At the Closing Date, the Agents shall have received (1) the opinion, addressed to the Agents and dated the Closing Date, of Xxxxxx Xxxxxx & Xxxxxxx, outside counsel to the Company, in form and substance satisfactory to the Agents and their counsel, substantially to the effect that:
(i) The Company has been duly incorporated and is validly existing and in good standing under the laws of its jurisdiction of incorporation and has the corporate power and authority to own its properties and to conduct its business as described in the Prospectus;
(ii) The Company has all necessary corporate power to execute and deliver this Agreement and the Purchase Agreement (if any) and to perform its obligations hereunder and thereunder;
(iii) The Indenture has been duly authorized, executed and delivered by the Company and duly qualified under the Trust Indenture Act and, when executed by the Trustee, will constitute a valid and binding agreement of the Company, enforceable in accordance with its terms, except as enforceability thereof may be limited by the effects of bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws relating to or affecting creditors' rights generally and general equitable principles (whether considered in a proceeding in equity or at law);
(iv) The Notes have been duly authorized, and assuming due execution, authentication and delivery of the Notes in accordance with the provisions of the Indenture and delivery of and payment for the Notes in accordance with this Agreement and the Purchase Agreement (if any), will constitute valid and binding obligations of the Company, entitled to the benefits of the Indenture, enforceable in accordance with their terms, except as enforceability thereof may be limited by the effects of bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws relating to or affecting creditors' rights generally and general equitable principles (whether considered in a proceeding in equity or at law);
(v) The Notes and the Indenture conform in all material respects to the statements concerning them in the Registration Statement and the Prospectus;
(vi) The Registration Statement, has been declared effective under the Securities Act; any required filing of the Prospectus pursuant to Rule 424(b) of the Rules and Regulations has been made within the time period required by Rule 424(b) of the Rules and Regulations; and no stop order suspending the effectiven...
