Common use of Opinion of Counsel for the Underwriters Clause in Contracts

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, with respect to such matters as may be reasonably requested by the Underwriters.

Appears in 12 contracts

Samples: Underwriting Agreement (Cboe Global Markets, Inc.), Underwriting Agreement (CBOE Holdings, Inc.), Underwriting Agreement (CBOE Holdings, Inc.)

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Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives shall have received the favorable an opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, with respect to such matters as may be reasonably requested by the Underwriters.

Appears in 6 contracts

Samples: Underwriting Agreement (Kansas City Southern), Underwriting Agreement (Kansas City Southern), Underwriting Agreement (Kansas City Southern)

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, with respect to such matters as may be reasonably requested by the Underwriters.

Appears in 5 contracts

Samples: Underwriting Agreement (Flir Systems Inc), Underwriting Agreement (Flir Systems Inc), Underwriting Agreement (Broadcom Corp)

Opinion of Counsel for the Underwriters. On each of the First Closing Date and each Option Closing Date, the Representatives Representative shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the UnderwritersUnderwriters in connection with the offer and sale of the Securities, in form and substance satisfactory to the Representative, dated as of such Closing Date, with respect to such matters as may be reasonably requested by the Underwritersdate.

Appears in 3 contracts

Samples: Underwriting Agreement (Exact Sciences Corp), Underwriting Agreement (Exact Sciences Corp), Underwriting Agreement (Exact Sciences Corp)

Opinion of Counsel for the Underwriters. On the Closing Date and the Optional Closing Date, if any, the Representatives shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date or Optional Closing Date, with respect to such matters as may be reasonably requested by the UnderwritersRepresentatives.

Appears in 3 contracts

Samples: Underwriting Agreement (Prologis, Inc.), Purchase Agreement (Prologis), Purchase Agreement (Prologis)

Opinion of Counsel for the Underwriters. On each of the First Closing Date and the Second Closing Date, the Representatives shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, with respect to such matters as may be reasonably requested by the Underwriters.

Appears in 3 contracts

Samples: Texas Roadhouse, Inc., Underwriting Agreement (Texas Roadhouse, Inc.), Texas Roadhouse, Inc.

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives shall have received the favorable opinion of Shearman Xxxxxxxx & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, with respect to such matters as may be reasonably requested by the Underwriters.

Appears in 3 contracts

Samples: Underwriting Agreement (Watson Pharmaceuticals Inc), Equifax Inc, Thermo Fisher Scientific Inc.

Opinion of Counsel for the Underwriters. On each of the Closing Date and any Subsequent Closing Date, the Representatives shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, with respect in a form satisfactory to such matters as may be reasonably requested by the UnderwritersRepresentatives.

Appears in 3 contracts

Samples: Underwriting Agreement (MWI Veterinary Supply, Inc.), Underwriting Agreement (MWI Veterinary Supply, Inc.), Underwriting Agreement (MWI Veterinary Supply, Inc.)

Opinion of Counsel for the Underwriters. On the Closing Date (and, with respect to the Optional Common Shares, each Subsequent Closing Date, ) the Representatives Underwriters shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such the Closing Date, with respect to the matters customarily addressed in such matters as may be reasonably requested by the Underwriterstransactions.

Appears in 3 contracts

Samples: Underwriting Agreement (Mueller Water Products, Inc.), Underwriting Agreement (Walter Industries Inc /New/), Mueller Water Products, Inc.

Opinion of Counsel for the Underwriters. On the Closing Date, the The Representatives shall have received on and as of the favorable Closing Date or the Additional Closing Date, as the case may be, an opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, with respect to such matters as the Representatives may be reasonably requested by the Underwritersrequest, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Underwriting Agreement (Oklahoma Publishing Co Voting Trust), Alaska Communications Systems Group Inc, Underwriting Agreement (Gaylord Entertainment Co /De)

Opinion of Counsel for the Underwriters. On each of the First Closing Date, Date and the Second Closing Date the Representatives shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, with respect in form and substance satisfactory to the Representatives and the Representatives shall have received an additional three conformed copies of such matters as may be reasonably requested by counsel’s legal opinion for each of the several Underwriters.

Appears in 2 contracts

Samples: Underwriting Agreement (Symmetry Medical Inc.), Underwriting Agreement (Symmetry Medical Inc.)

Opinion of Counsel for the Underwriters. On the Closing Date and the Optional Closing Date, if any, the Representatives Underwriters shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date or Optional Closing Date, with respect to such matters as may be reasonably requested by the Underwriters.

Appears in 2 contracts

Samples: Underwriting Agreement (Prologis), Underwriting Agreement (Prologis)

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives shall have received the favorable opinion of from Shearman & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, an opinion with respect to such matters as may be reasonably requested by the Underwriters.

Appears in 2 contracts

Samples: Underwriting Agreement (BMC Software Inc), Underwriting Agreement (BMC Software Inc)

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives Underwriters shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, with respect to such matters as may be reasonably requested by the Underwriters.

Appears in 2 contracts

Samples: Underwriting Agreement (Geo Group Inc), Underwriting Agreement (Geo Group Inc)

Opinion of Counsel for the Underwriters. On the Closing Date and any Subsequent Closing Date, the Representatives shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, with respect to such matters as may be reasonably requested by the Underwriters.

Appears in 2 contracts

Samples: Underwriting Agreement (Arch Coal Inc), Underwriting Agreement (Arch Coal Inc)

Opinion of Counsel for the Underwriters. On each of the Closing Date and any Subsequent Closing Date, the Representatives shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, and addressed to, the Representatives, with respect to such the issuance and sale of the Shares, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives may be reasonably requested by the Underwritersrequire.

Appears in 2 contracts

Samples: Underwriting Agreement (Acadia Pharmaceuticals Inc), Underwriting Agreement (Acadia Pharmaceuticals Inc)

Opinion of Counsel for the Underwriters. On each of the First Closing Date and any Subsequent Closing Date, the Representatives shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of the First Closing Date or any such Subsequent Closing Date, with respect as applicable, satisfactory to such matters as may be reasonably requested by the UnderwritersRepresentatives.

Appears in 1 contract

Samples: Underwriting Agreement (Ruths Chris Steak House, Inc.)

Opinion of Counsel for the Underwriters. On each of the First Closing Date and the Second Closing Date, the Representatives shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, with respect in form and substance satisfactory to the Representatives (and the Representatives shall have received an additional three conformed copies of such matters as may be reasonably requested by counsel’s legal opinion for each of the several Underwriters).

Appears in 1 contract

Samples: Underwriting Agreement (Symmetry Medical Inc.)

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives shall have received the favorable opinion of Shearman Winston & Sterling Xxxxxx LLP, counsel for the Underwriters, dated as of such Closing Date, with respect to such matters as may be reasonably requested by the Underwriters.

Appears in 1 contract

Samples: Underwriting Agreement (Illinois Tool Works Inc)

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives Representative shall have received the favorable opinion of Shearman & Sterling LLPSterling, counsel for the Underwriters, dated as of such Closing Date, with respect to such matters as may be reasonably requested by the Underwriters.

Appears in 1 contract

Samples: Prologis Trust

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives shall have received the favorable opinion of Shearman Mayer, Brown, Rxxx & Sterling Maw LLP, counsel for the Underwriters, dated as of such Closing Date, with respect to such matters as may be reasonably requested by the UnderwritersRepresentatives.

Appears in 1 contract

Samples: Underwriting Agreement (Cooper Industries LTD)

Opinion of Counsel for the Underwriters. On the Closing Date and the Optional Closing Date, if any, the Representatives shall have received the favorable opinion of Shearman Xxxxxxxx & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date or Optional Closing Date, with respect to such matters as may be reasonably requested by the Underwriters.

Appears in 1 contract

Samples: Underwriting Agreement (Prologis)

Opinion of Counsel for the Underwriters. On each of the First Closing Date, Date and the Second Closing Date the Representatives shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, with respect to Date (and the Representatives shall have received an additional copy of such matters as may be reasonably requested by counsel’s legal opinion for each of the several Underwriters).

Appears in 1 contract

Samples: Underwriting Agreement (Threshold Pharmaceuticals Inc)

Opinion of Counsel for the Underwriters. On each of the First Closing Date and the Second Closing Date, the Representatives shall have received the favorable opinion of Shearman & Sterling LLPSterling, counsel for the Underwriters, dated as of such Closing Date, with respect in a form satisfactory to the Representatives (and the Representatives shall have received an additional [ ] conformed copies of such matters as may be reasonably requested by the Underwriterscounsel's legal opinion).

Appears in 1 contract

Samples: Underwriting Agreement (Gart Sports Co)

Opinion of Counsel for the Underwriters. On each of the First Closing Date, Date and the Second Closing Date the Representatives shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, with respect in a form satisfactory to the Representatives (and the Representatives shall have received an additional four conformed copies of such matters as may be reasonably requested by counsel's legal opinion for the several Underwriters).

Appears in 1 contract

Samples: McCormick & Schmicks Seafood Restaurants Inc.

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Opinion of Counsel for the Underwriters. On the Closing Date or the applicable Option Closing Date, as the case may be, the Representatives shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such the Closing Date or the applicable Option Closing Date, as the case may be, with respect to such matters as may be reasonably requested by the Underwriters.

Appears in 1 contract

Samples: Underwriting Agreement (Prologis)

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives shall have received the favorable opinion of Shearman Sxxxxxxx & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, with respect to such matters as may be reasonably requested by the Underwriters.

Appears in 1 contract

Samples: Underwriting Agreement (Prologis)

Opinion of Counsel for the Underwriters. On each of the First Closing Date, Date and the Second Closing Date the Representatives shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, with respect Date in a form satisfactory to the Representatives (and the Representatives shall have received an additional copy of such matters as may be reasonably requested by counsel's legal opinion for each of the several Underwriters).

Appears in 1 contract

Samples: Underwriting Agreement (Gander Mountain Co)

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives shall have received the favorable opinion of Shearman Winston & Sterling Sxxxxx LLP, counsel for the Underwriters, dated as of such Closing Date, with respect to such matters as may be reasonably requested by the Underwriters.

Appears in 1 contract

Samples: Underwriting Agreement (Illinois Tool Works Inc)

Opinion of Counsel for the Underwriters. On each of the First Closing Date and the Second Closing Date, the Representatives shall have received the favorable opinion of Shearman & Sterling LLPSterling, counsel for the Underwriters, dated as of such Closing Date, with respect (and the Representatives shall have received an additional three conformed copies of such counsel’s legal opinion for each of the several Underwriters) in form and substance reasonably acceptable to such matters as may be reasonably requested by the UnderwritersRepresentatives.

Appears in 1 contract

Samples: Barnes Group (Barnes Group Inc)

Opinion of Counsel for the Underwriters. On each of the First Closing Date, Date and the Representatives Second Closing Date the Representative shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, dated as of such Closing Date, with respect to such matters as may be reasonably requested by the UnderwritersRepresentative (and the Representative shall have received an additional one conformed copy of such counsel's legal opinion for each Underwriter).

Appears in 1 contract

Samples: Underwriting Agreement (Unit Corp)

Opinion of Counsel for the Underwriters. On the Closing Date, the The Representatives shall have received on and as of the favorable Closing Date or the Option Closing Date, as the case may be, an opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, with respect to such matters as the Representatives may be reasonably requested by the Underwritersrequest, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Gaylord Entertainment Co /De)

Opinion of Counsel for the Underwriters. On each of the First Closing Date, Date and the Representatives Second Closing Date the Underwriters shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, with respect in form satisfactory to such matters as may be reasonably requested by the UnderwritersRepresentatives.

Appears in 1 contract

Samples: Underwriting Agreement (Amn Healthcare Services Inc)

Opinion of Counsel for the Underwriters. On each of the First Closing Date, Date and the Second Closing Date the Representatives shall have received the favorable opinion of Shearman & Sterling LLPSterling, counsel for the Underwriters, dated as of such Closing Date, with respect to the matters customarily addressed in such matters as may be reasonably requested by the Underwriterstransactions.

Appears in 1 contract

Samples: Underwriting Agreement (Proassurance Corp)

Opinion of Counsel for the Underwriters. On each of the First Closing Date and the Second Closing Date, the Representatives shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, (and the Representatives shall have received an additional two conformed copies of such counsel's legal opinion for each of the several Underwriters) with respect to such matters as the Representatives may be reasonably requested by the Underwritersrequest.

Appears in 1 contract

Samples: Underwriting Agreement (Giant Industries Inc)

Opinion of Counsel for the Underwriters. On each of the First Closing Date and the Second Closing Date, the Representatives shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, with respect in form and substance reasonably satisfactory to the Representatives (and the Representatives shall have received an additional . conformed copies of such matters as may be reasonably requested by counsel's legal opinion for each of the several Underwriters).

Appears in 1 contract

Samples: Underwriting Agreement (Nexstar Broadcasting Group Inc)

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives shall have received the favorable opinion of Shearman Xxxxxxxx & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, with respect to such matters as may be reasonably requested by the UnderwritersRepresentatives.

Appears in 1 contract

Samples: Underwriting Agreement (Radian Group Inc)

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such the Closing DateDate and addressed to the Underwriters, with respect to such matters as may be reasonably requested by the Underwriters.

Appears in 1 contract

Samples: Underwriting Agreement (Abb LTD)

Opinion of Counsel for the Underwriters. On each of the Closing Date and any Subsequent Closing Date, the Representatives Representative shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, with respect in a form satisfactory to such matters as may be reasonably requested by the UnderwritersRepresentative.

Appears in 1 contract

Samples: Underwriting Agreement (MWI Veterinary Supply, Inc.)

Opinion of Counsel for the Underwriters. On the Closing Date (and, with respect to the Optional Common Shares, each Subsequent Closing Date, ) the Representatives shall have received the favorable opinion of Shearman & Sterling LLP, counsel for the Underwriters, dated as of such the Closing Date, with respect to the matters customarily addressed in such matters as may be reasonably requested by the Underwriterstransactions.

Appears in 1 contract

Samples: Underwriting Agreement (Walter Industries Inc /New/)

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