Common use of Unqualified 355(e) Opinion Clause in Contracts

Unqualified 355(e) Opinion. Notwithstanding Section 2.1, but subject to Article III, a Disposition, Blackstone Acquisition or Issuance, as the case may be, shall be permitted if the Blackstone Representative (in the case of a Disposition or Blackstone Acquisition) or Issuer (in the case of an Issuance) provides an Unqualified 355(e) Opinion to HLT; provided, further, that in the case of an Issuance of stock pursuant to an exercise of an option or other instrument that grants the holder a right (including if the Issuer has a right to settle the obligation with property other than stock of such Issuer) to complete such an acquisition, such Issuance shall be permitted if the Issuer provided an Unqualified 355(e) Opinion to HLT in respect of the Issuance of such option or other instrument.

Appears in 4 contracts

Samples: Stockholders Agreement (Hilton Worldwide Holdings Inc.), Stockholders Agreement (Hilton Grand Vacations Inc.), Stockholders Agreement (Hilton Grand Vacations Inc.)

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