Company Legal Opinion definition

Company Legal Opinion means a legal opinion of Company Counsel, dated as of the Closing Date, in a form acceptable to the Lenders.
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Company Legal Opinion means (a) if delivered in connection with the Initial Closing, a legal opinion of Company Counsel, dated as of the Initial Closing Date, or (b) if delivered in connection with a Subsequent Closing, a legal opinion of Company Counsel, dated as of such Subsequent Closing Date, in either case in the form of Exhibit B attached hereto.
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Company Legal Opinion has the meaning set forth in Section 8(q).
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Examples of Company Legal Opinion in a sentence

  • Buyer shall have received an opinion of counsel to the Shareholder and the Company, dated the Closing Date substantially in the form of EXHIBIT F hereto (" Shareholder and Company Legal Opinion").

  • Rights Agreement Exhibit I.............Form of Corporate Governance Agreement Exhibit J.............Form of Stanford Officer's Certificate Exhibit K.............Form of Company Legal Opinion Exhibit L.............

  • Form of Escrow Agreement Exhibit F - ........Form of Company Legal Opinion Exhibit G - ........

  • Recess: The Board recessed to the Office of the President for Closed Session at 11:32 a.m. Reconvening: The Regular Meeting was reconvened at 1:07 p.m. by Chair Martinucci.

  • Parent shall have received the Company Legal Opinion, the Releases, the Resignations, the Escrow Agreement, the Employment Agreements, the Stock Option Agreement, the Restrictive Covenant Agreement and the Registration Rights Agreement.


More Definitions of Company Legal Opinion

Company Legal Opinion means that certain legal opinion of Xxxxx Xxxxxxx & Xxxx PC law firm on behalf of the Company and the Stockholder to be delivered at Closing in substantially the form attached hereto as Exhibit B.
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Company Legal Opinion means a legal opinion of Company Counsel, dated as of the Closing Date, in a form acceptable to the Lenders. “Covered Person” shall have the meaning given to such term in Section 3.1(v).
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Company Legal Opinion is defined in Section 8.1(f).
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Company Legal Opinion shall have the meaning given in Section 3.2(c).
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Related to Company Legal Opinion

  • Legal Opinion means any legal opinion delivered to the Agent under Clause 4.1 (Initial conditions precedent) or Clause 29 (Changes to the Obligors).

  • Company Counsel means Xxxxxxxx LLP, with offices located at 000 Xxxxx Xxxxxx Xxx, Xxxxx 000, Xxxxxxxxx, Xxxxxxxx 00000.

  • Legal Opinions has the meaning given to that term in subsection 6.1(k)(ii) hereto;

  • Favorable Opinion of Bond Counsel means an opinion or opinions of nationally recognized bond counsel to the effect that the action proposed to be taken is authorized or permitted by the Certificate and will not adversely affect the exclusion of interest on the Bonds from gross income for purposes of federal income taxation.

  • Withdrawal Opinion of Counsel has the meaning assigned to such term in Section 11.1(b).

  • Opinion means a written, nonbinding, and advisory statement issued by the commission concerning an interpretation of the meaning of the codes or the application of the codes in a specific circumstance issued in response to a specific request by a party to the issue.

  • Tax Counsel shall have the meaning set forth in Section 6.2 hereof.

  • Special Legal Counsel means a law firm, or a member of a law firm, that is experienced in matters of corporate law and neither presently is, or in the past two years has been, retained to represent (i) the Indemnitor or the Indemnitee in any matter material to either such party, or (ii) any other party to the Proceeding giving rise to a claim for indemnification hereunder.

  • Fairness Opinions means the opinions of the Financial Advisors to the effect that, as of the date of such opinion and based upon and subject to the assumptions, procedures, factors, limitations and qualifications set forth therein, the Consideration to be received by the Company Shareholders under the Arrangement is fair, from a financial point of view, to such Company Shareholders.

  • Representation Letters means the representation letters and any other materials (including, without limitation, a Ruling Request and any related supplemental submissions to the IRS) delivered or deliverable by, or on behalf of, Parent, SpinCo and others in connection with the rendering by Tax Advisors and/or the issuance by the IRS of the Tax Opinions/Rulings.

  • Opinion of Bond Counsel means a written opinion of Bond Counsel.

  • Disclosure Counsel means the Special Counsel designated by the Corporation to be responsible for the drafting and delivery of the Corporation’s disclosure documents such as preliminary official statements, official statements, re-offering memorandums or private placement memorandums and continuing disclosure agreements.

  • Fairness Opinion has the meaning set forth in Section 4.22.

  • Certified counselor means an individual who is certified by a training program or certifying organization, approved by the director, that authenticates the competence of individuals who provide education and assistance to other individuals in connection with debt counseling and financial counseling functions.

  • Company U.S. Counsel means Xxxxxx Xxxxxx Xxxxxxxxx Xxxx and Xxxx LLP, with offices located at 00 Xxxxx Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000.

  • Nondisqualification Opinion An Opinion of Counsel, prepared at the Trust’s expense and payable from the Collection Account, that a contemplated action will not cause (i) either the Lower-Tier REMIC or the Upper-Tier REMIC to fail to qualify as a REMIC or (ii) a “prohibited transaction” or “prohibited contributions” tax to be imposed on either the Lower-Tier REMIC or the Upper-Tier REMIC at any time that any Certificates are outstanding.

  • Tax Opinions mean certain Tax opinions and supporting memoranda rendered by Bxxxxxxxx to RemainCo or any of its Affiliates in connection with the Plan of Separation.

  • Counsel means a barrister and/or solicitor or a firm of barristers and/or solicitors retained by the Warrant Agent or retained by the Corporation, which may or may not be counsel for the Corporation;

  • Representation Letter Letters to, or agreements with, the Depository to effectuate a book entry system with respect to the Class A Certificates registered in the Register under the nominee name of the Depository.

  • Comfort Letter has the meaning given to that term in subsection 6.1(k)(i) hereto;

  • Investment Representation Letter As defined in Section 5.02(b).

  • Actuarial opinion means the opinion of an appointed actuary regarding the adequacy of the reserves and related actuarial items based on an asset adequacy analysis in accordance with subrule 5.34(6) and with applicable actuarial standards.

  • Continuing Disclosure Certificate means that certain Continuing Disclosure Certificate executed by the District and dated the date of issuance and delivery of the Bonds, as originally executed and as it may be amended from time to time in accordance with the terms thereof.

  • Second opinion means an opportunity or requirement to obtain a clinical evaluation by a provider other than the one originally making a recommendation for a proposed health service to assess the clinical necessity and appropriateness of the initial proposed health service.

  • Bond Counsel means an attorney or firm of attorneys of nationally recognized standing on the subject of municipal bonds satisfactory to the Director.

  • Special Counsel means one special counsel to the Holders, for which the Holders will be reimbursed by the Company pursuant to Section 4.