Opinions of Counsel for the Company. At Closing Time, the Underwriters shall have received the opinion, dated as of Closing Time, from Xxxxxxxxxx Xxxxxx & Xxxxxxx LLP, counsel for the Company, as to matters set forth in Schedule C hereto.
Opinions of Counsel for the Company. The Underwriter shall have received on each Closing Date
(i) the favorable opinion of Oxxxxx Rxxxxxxxxx LLP, Company securities counsel, dated as of such Closing Date, including, without limitation, a customary negative assurance letter, addressed to the Underwriters in customary form reasonably satisfactory to the Underwriters;
(ii) the favorable opinion of Mxxxxx & Cxxxxx, Company British Virgin Islands counsel, dated as of such Closing Date, including, without limitation, a customary negative assurance letter for applicable sections, addressed to the Underwriters in customary form reasonably satisfactory to the Underwriters; and
(iii) the favorable opinion of O Tse & Co, Company HK SAR counsel, dated as of such Closing Date, including, without limitation, a customary negative assurance letter for applicable sections, addressed to the Underwriters in customary form reasonably satisfactory to the Underwriter. The Underwriter shall rely on the opinions of (i) the Company’s British Virgin Islands counsel, Mxxxxx & Cxxxxx, filed as Exhibit 5.1 to the Registration Statement, as to the due incorporation of the Company and the validity of the Securities and (ii) the Company’s HK SAR counsel, O Tse & Co, filed as Exhibit 8.1 to the Registration Statement.
Opinions of Counsel for the Company. At Closing Time, the Representatives shall have received the opinion and letter, dated as of Closing Time, of Xxxxxxxx & Xxxxxxxx LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, together with signed or reproduced copies of such opinion and letter for each of the other Underwriters, to the effect set forth in Exhibit A hereto.
Opinions of Counsel for the Company. On the Closing Date, the Representatives shall have received the favorable opinions and negative assurance letter of Xxxxxxxxx & Xxxxxxx LLP, counsel for the Company, dated as of such Closing Date, the form of which is attached as Exhibit A-1 and the favorable opinion of Xxxxxxxxx X. Xxxxxxxxx, Executive Vice President, Chief Legal Officer, and Corporate Secretary of the Company, dated as of such Closing Date, the form of which is attached as Exhibit A-2.
Opinions of Counsel for the Company. At the request of the Company, (i) Xxxxxxx LLP, Maryland counsel for the Company, shall have furnished to the Representatives their written opinion, dated the Closing Date or the Additional Closing Date, as the case may be, and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex A-1 hereto, (ii) Xxxxxxxx Chance US LLP, special counsel for the Company, shall have furnished to the Representatives their written opinion (which written opinion shall include a 10b-5 opinion), dated the Closing Date or the Additional Closing Date, as the case may be, and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex A-2 hereto, and (iii) Xxxxxxxx Chance US LLP, counsel for the Company, shall have furnished to the Representatives their written tax opinion, dated the Closing Date or the Additional Closing Date, as the case may be, and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex A-3 hereto.
Opinions of Counsel for the Company. At each Closing Date, the Underwriters shall have received the written opinion and negative assurance letter of Ellenoff Xxxxxxxx & Schole LLP, U.S. counsel for the Company, dated such Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Underwriters.
Opinions of Counsel for the Company. The opinion and letter of Xxxxxxxx & Xxxxxxxx LLP, counsel for the Company, together with the opinion of Xxxxxxx, LLP, special Maryland counsel for the Company, each in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinions required by Sections 5(b) and 5(c) hereof.
Opinions of Counsel for the Company. The Placement Agent shall have received on each Closing Date the favorable opinion of: (i) U.S. legal counsel to the Company and (ii) Canadian legal counsel to the Company, dated as of such Closing Date, including, without limitation, a negative assurance letter addressed to the Placement Agent and in form and substance satisfactory to the Placement Agent.
Opinions of Counsel for the Company. At the Closing Time, the Underwriter shall have received the favorable opinions and 10b-5 statement, dated as of Closing Time, of Xxxxxxx Procter LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriter to the effect set forth in Exhibit A hereto and to such further effect as counsel to the Underwriter may reasonably request.
Opinions of Counsel for the Company. (A) At the Closing Time and within five Trading Days after the date on which the Company shall amend the Registration Statement and/or amend or supplement the Prospectus (in each case other than by means of the incorporation by reference of documents filed with the Commission) or the date on which the Company shall file an Annual Report on Form 10-K (each such date being herein called a “Primary Delivery Date”), the Sales Agent shall have received the opinions, dated the date of delivery thereof, of Xxxxxx X. Xxxxxx, Esq., Senior Vice President, General Counsel and Chief Compliance Officer of the Company, and Pillsbury Xxxxxxxx Xxxx Xxxxxxx LLP, counsel for the Company, substantially in the form of Exhibits B and C hereto, respectively.
(B) Within five Trading Days after the date on which the Company shall file a Quarterly Report on Form 10-Q or a Current Report on Form 8-K (except to the extent that any such Current Report “furnishes” rather than “files” the information provided therein), and at any other time reasonably requested by the Sales Agent (each of such dates being herein called a “Secondary Delivery Date”), the Sales Agent shall have received the opinions, dated the date of delivery thereof, of counsel referred to in clause (A) above, substantially in the form of Exhibits B and C hereto, respectively; provided, however, that such counsel may deliver, in lieu of such opinions, a reliance letter to the effect that the Sales Agent may rely on the opinion delivered on the next preceding Primary Delivery Date to the same extent as if it were dated the date of such letter (except that the statements in such prior opinion shall be deemed to relate to the Registration Statement as amended and the Prospectus as amended and/or supplemented as of such Secondary Delivery Date).
