VIA FEDERAL EXPRESS. Each of the Purchasers Listed in Exhibit A to the Bond Purchase Agreement c/o Chapman & Xxxxxx LLP 000 Xxxx Xxxxxx Chicago, IL 60603 Attention: Xxxxx X. Xxxxxx Re: Bond Purchase Agreement dated January 11, 2012, among Chugach Electric Association, Inc. and the Purchasers Listed in Exhibit A Thereto (the “Purchasers”) Relating to Issuance of $250,000,000 of First Mortgage Bonds, 2012 Series A (“Bond Purchase Agreement”) Ladies and Gentlemen: We have acted as special counsel to Chugach Electric Association, an Alaska electric cooperative (the “Company”), in connection with the transactions contemplated by the above-referenced Bond Purchase Agreement. This opinion letter is provided to you at the request of the Company pursuant to Section 4.4 of the Bond Purchase Agreement. Capitalized terms used and not otherwise defined in this opinion letter have the meanings defined in the Bond Purchase Agreement. References in this opinion letter to the “Alaska UCC” are to the Uniform Commercial Code currently in effect in the State of Alaska. The law covered by the opinions expressed herein is limited to: (i) the laws of the State of Alaska with respect to the opinions expressed in paragraphs C-1 through C-3, C-4 and C-5 (insofar as they relate to the Indenture), C-6, C-7, C-8 and C-12 through C-14; (ii) the laws of the State of New York with respect to the opinions expressed in paragraphs C-4 and C-5 (insofar as they relate to the Bond Purchase Agreement and the 2012 Series A Bonds), C-7 and C-8; and (iii) the federal laws of the United States of America with respect to the opinions expressed in paragraphs C-9 through C-11 and C-15. This opinion letter is to be interpreted in accordance with the Guidelines for the Preparation of Closing Opinions (including the appended Legal Opinion Principles) issued by the Committee on Legal Opinions of the American Bar Association’s Business Law Section as published in 57 Business Lawyer 875 (February 2002) and the Statement on the Role of Customary Practice in the Preparation and Understanding of Third-Party Legal Opinions as published in 63 Business Lawyer 1277 (August 2008). Anchorage New York Seattle Bellevue Portland Shanghai Los Angeles San Francisco Washington, D.C. xxx.xxx.xxx Purchasers of Chugach Electric Association, Inc. First Mortgage Bonds, 2012 Series A January 11, 2012
VIA FEDERAL EXPRESS. Xxxxx Xxxxxxxxx Integral Ad Science, Inc. 00 Xxxxxx Xxxxxx, 8th Floor New York, New York 10014 Re: First Amendment to Lease between Brickman 95 Xxxxxx LLC and Integral Ad Science, Inc. Premises: 00 Xxxxxx Xxxxxx, 4th Floor, New York, NY Dear Xxxxx: Enclosed for your records please find two (2) duplicate originals of the above referenced Amendment along with one (1) duplicate original of the SNDA. Should you have any questions, do not hesitate to call me. Very truly yours, /s/ Xxxxxxxx Xxxxxxxxx XXXXXXXX XXXXXXXXX MG:hs Enclosures
VIA FEDERAL EXPRESS. Dxx Xxxx V.P. Finance and Chief Financial Officer Hastings Entertainment, Inc. 3000 Xxxxxx Xxxx. Xxxxxxxx, Xxxxx 00000 Re: Sixth Amendment to Loan and Security Agreement with Fleet Retail Group, LLC Dear Dxx: Enclosed herewith please find the following original documents for your files in connection with the above matter:
VIA FEDERAL EXPRESS. Re: The Center for Wound Healing, Inc. The Purchasers listed on Attachment A Gentlemen: I have acted as counsel to The Center for Wound Healing, Inc. (the “Company”), a Nevada corporation (the “Company”) in connection with the Securities Purchase Agreement (the “Agreement”) dated April 7, 2006 by and among the Company and purchaser(s) identified on Attachment A hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”), and the underlying agreements to the Securities Purchase Agreement, specifically, the form of Secured Convertible Debentures attached as Exhibit A to the Agreement, the Registration Rights Agreement attached as Exhibit B to the Agreement, the form of Common Stock purchase warrants, attached as Exhibit C to the Agreement, the form of Security Agreement, attached as Exhibit E to the Agreement, and the form of Subsidiary Guarantee, attached as Exhibit F to the Agreement, the form of Lock Up Agreement, attached as Exhibit G to the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Escrow Agreement and/or the Agreement. The Agreement, the form of Secured Convertible Debentures , the form of Registration Rights Agreement, the form of Common Stock purchase warrants, the form of Security Agreement, the form of Subsidiary Guarantee and the form of Lock Up Agreement are hereinafter referred to collectively as the “Documents”. In connection with the opinions expressed herein, I have made such examination of law as I considered appropriate or advisable for purposes hereof. As to matters of fact material to the opinions expressed herein, I have relied upon the representations and warranties as to factual matters contained in and made by the Company pursuant to the Documents and upon certificates and statements of certain government officials and of officers of the Company as described below. I have also examined originals or copies of certain corporate documents or records of the Company as described below:
VIA FEDERAL EXPRESS. Ms. Xxxxx Xxxxxxxx MONY Life Insurance Company 0000 Xxxxxxxx Xxx Xxxx, XX 00000 Dear Xx. Xxxxxxxx: Enclosed are two execution copies of the Fund Participation Agreement between MONY Life Insurance Company and Janus (including your requested revision to Section 2.2). Please have both copies executed where indicated and return them to me for final execution by Janus. If you have any questions or if I can be of additional assistance, please call me at (000) 000-0000. Sincerely, Xxxxxx X. Xxxx Associate Counsel BMH:vm Enc.
VIA FEDERAL EXPRESS. Xxxxxxx Xxxxxx, Esq. Compliance Manager Nationwide Life Insurance Company Xxx Xxxxxxxxxx Xxxxx, 00-00-X0 Xxxxxxxx, XX 00000 Dear Xx. Xxxxxx: Enclosed for your files are fully executed copies of the Fund Participation Agreement, Distribution and Shareholder Services Agreement and side letter Services Agreement between Nationwide and Janus, regarding Janus Aspen Series Service Shares. We have retained an original of each agreement for our files. As we discussed, the registration statement for Janus Aspen Series Service Shares is not expected to become effective with the SEC until December 31, 1999. Thus, these agreements should not be considered an offer to sell or contract to sell the Service Shares until such registration statement is effective. If, for some reason, the registration statement should not become effective, these agreements will not take effect. Please acknowledge your agreement and consent of this understanding by signing the acknowledgement below. Sincerely, Xxxxxx X. Xxxx Associate Counsel Acknowledged and Agreed to: By: Name: [Xxxxxxx Xxxxxx] Title: Vice President – Nationwide Financial cc: Xxxxx Xxxxx Xxxx Xxxxxxxx Xxxx Xxxx
VIA FEDERAL EXPRESS. Mx. Xxxxxxx Fang, President & Chief Executive Officer Teletronics International, Inc. 2 Xxxxx Xxxxxx Xxxx, Xxxxx 000 Xxxxxxxxx, XX 00000 (000) 000-0000 RE: Lease Agreement Axxxxx Xxxxxxxx Xxxx, Xxxxx XX, Xxxxxxxxxxxx, Xxxxxxxx Dear Mx. Xxxx: Please find enclosed one (1) fully executed original Lease Agreement between Sxxx Holdings Limited Partnership and Teletronics International, Inc. dated April 22: 2014 for your records. You may find the information below useful during your tenancy: Property Project Leasing General Manager Accountant Representative Inquiries Kxx Xxxxxxx Kxxxxx XxXxxxxxx Sxxxx Xxxxxxxx (000) 000-0000 (000) 000-0000 (000) 000-0000 (000) 000-0000 Notices & Correspondence: Rent & Payments: Sxxx Holdings Limited Partnership Sxxx Holdings Limited Partnership Attention: Legal Department PO Box 64288 7000 Xxxxxxxxx Xxxxxx, Xxxxx 0000X Xxxxxxxxx. Xxxxxxxx 21264-4288 Bxxxxxxx, Xxxxxxxx 00000 Should you have any questions regarding this document, please contact me at axx.xxxxxxx@xxxxxxxx.xxx. Sincerely, Axx X. Xxxxxxx Lease Administrator FLEX SPACE OFFICE LEASE THIS LEASE (the “Lease”), made this 22nd day of April, 2014 (the “Lease Date”), by and between Sxxx Holdings Limited Partnership a Maryland limited partnership hereinafter “Landlord”) and Teletronics International. Inc., a Delaware corporation (hereinafter Tenant)
VIA FEDERAL EXPRESS. The Xxxxxxxxx Xxxxxxx X. Xxxxxxx Attorney General of the United States of America U.S. Department of Justice 000 Xxxxxxxxxxxx Xxxxxx, XX Xxxxxxxxxx, XX 00000-0000 The State Attorneys General (identified on Attachment A hereto) Re: Defendants’ Class Action Fairness Act Notice in Xxxxxxxxx v. Eversource Energy Service Co., et al., Case No. 3:20-cv-00902-JCH (D. Ct.) Dear Attorney General Xxxxxxx and State Attorneys General: In accordance with the Class Action Fairness Act of 2005 (“CAFA”), Defendants Eversource Energy Service Company, The Board of Directors of the Eversource Energy Service Company, the Eversource Investment Management Committee, and the Eversource Plan Administration Committee, in the above action, provide this Notice to advise you that, on April , 2023, Plaintiffs Xxxxxxxx Xxxxxxxxx, Cumal X. Xxxx, Xxxxxxx X. Xxxxxxx, and Xxxxxxxx X. Xxxxxxxx filed a proposed class action settlement agreement in the above action. This letter and enclosures are submitted on behalf of all parties named as defendants. The specified documents referenced in CAFA are contained on the CD enclosed with this letter. The CD contains a .PDF copy of each of the following: • Complaint of Xxxxxxxx Xxxxxxxxx (ECF 1) (ECF 1-1); • Consolidated Amended Complaint of Xxxxxxxx Xxxxxxxxx, Xxxx Xxxxxxxx, Xxxxx X. Gray, Xxxxxxxx X. Xxxxxxxx and Xxxxxxx X. Xxxxxxx (ECF 26); • Second Amended Class Action Complaint of Xxxxxxxx Xxxxxxxxx, Xxxxx X. Gray, Xxxxxxxx X. Xxxxxxxx and Xxxxxxx X. Xxxxxxx (ECF 110); • Answer of Eversource Defendants to Plaintiffs’ Second Amended Complaint (ECF 115); The Xxxxxxxxx Xxxxxxx X. Xxxxxxx April , 2023 • Unopposed Motion for Preliminary Approval of Class Action Settlement (ECF ); • Declaration of Xxxxxx Xxxxxxx in Support of Motion for Preliminary Approval of Class Action Settlement (ECF ); • Plaintiffs’ Memorandum of Law in Support of Unopposed Motion for Preliminary Approval of Class Action Settlement (ECF ); • Class Action Settlement Agreement (ECF ); • Notice of Pendency of Class Action and Proposed Settlement (ECF ); • Class Counsel’s Proposed Plan of Allocation (ECF ); • [Proposed] Order Granting Preliminary Approval of Class Action Settlement, Preliminarily Certifying a Class for Settlement Purposes, Approving Form and Manner of Settlement Notice, Preliminarily Approving Plan of Allocation, and Scheduling Fairness Hearing (ECF ); • [Proposed] Final Approval Order and Judgment (ECF ); Based on currently available information, a reasonable estima...
