FORM OF OPINION OF Sample Clauses

FORM OF OPINION OF. ADVISER COUNSEL
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FORM OF OPINION OF. XXXXXXXXX LLP
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FORM OF OPINION OF. XXXXXXXXX & XXXXXXXX LLP We are of the opinion that (i) neither the Company nor any of its subsidiaries is required under the Federal Energy Regulatory Laws or any applicable state law or regulation relating to the ownership or operation of electric generation facilities, to give any notice, make any filing or obtain any consent or approval for the execution, delivery or performance of the Agreement or the issuance and sale of the Securities in the manner contemplated in the Agreement, and (ii) no restraining or other order has been issued by, or to the best of our knowledge, threatened before, FERC under the Federal Energy Regulatory Laws with respect to the execution, delivery, or performance of the Agreement or the issuance and sale of the Securities in the manner contemplated in the Agreement. Annex B Time of Sale Information
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FORM OF OPINION OF. 1. The Adviser has been duly formed and is validly existing in good standing as a limited liability company under the Delaware Limited Liability Company Act, with full power and authority to own, lease and operate its properties and to conduct its business as described in the Registration Statement, the Preliminary Prospectus and the Prospectus. The Adviser is duly qualified to do business and is in good standing under the laws of the State of Illinois.
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FORM OF OPINION OF. XXXXXX XXXX CANADA LLP
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FORM OF OPINION OF. Harnett Lesnxxx & Xippx X.X. EXHIBIT C-3 -- ..........................................Form of Opinion of McCaxxxx & Xetrxxxx XXXIBIT C-4 -- .............................................Form of Opinion of White & Case LLP EXHIBIT D -- ...................................................Form of Officer's Certificate EXHIBIT E -- .........................................Form of Section 3.04(b)(ii) Certificate EXHIBIT F -- .....................................................Form of Subsidiary Guaranty EXHIBIT G -- ........................................................Form of Pledge Agreement EXHIBIT H -- .....................................Form of Assignment and Assumption Agreement
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Related to FORM OF OPINION OF

  • FORM OF OPINION (a) The Company has been duly incorporated and is validly existing as a corporation in good standing under the laws of the state of its incorporation.

  • Opinion of Counsel to the Borrower A favorable written opinion (addressed to the Administrative Agent and the Lenders and dated the Effective Date) of Dechert LLP, counsel for the Obligors, in form and substance reasonably acceptable to the Administrative Agent and covering such matters as the Administrative Agent may reasonably request (and the Borrower hereby instructs such counsel to deliver such opinion to the Lenders and the Administrative Agent).

  • Opinion of Counsel for Company At Closing Time, the Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxx, Xxxxx & Xxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters to the effect set forth in Exhibit A hereto and to such further effect as counsel to the Underwriters may reasonably request.

  • Opinion of Counsel, Etc At the Closing, the Purchasers shall have received an opinion of counsel to the Company, dated the date of the Closing, in the form of Exhibit G hereto, and such other certificates and documents as the Purchasers or its counsel shall reasonably require incident to the Closing.

  • REIT Opinion Parent shall have received a written opinion of Gxxxxxxxx Txxxxxx, LLP (or other counsel to Company reasonably acceptable to Parent), dated as of the Closing Date and in form and substance reasonably satisfactory to Parent, to the effect that, commencing with the Company’s taxable year ended December 31, 2009, the Company has been organized and operated in conformity with the requirements for qualification and taxation as a REIT under the Code and its actual method of operation has enabled the Company to meet, through the Effective Time, the requirements for qualification and taxation as a REIT under the Code. Such opinion will be subject to customary exceptions, assumptions and qualifications and based on customary representations contained in an officer’s certificate executed by the Company, provided that Parent is given a reasonable opportunity to review such representations and finds them reasonably acceptable.

  • Opinion of Borrower's Counsel The Lender shall have received the favorable opinion of counsel for the Borrowers addressed to the Lender in form satisfactory to the Lender.

  • Opinion of PRC Counsel for the Company At each Closing Date, the Underwriters shall have received the written opinion of Xxxxxxxxx Law Offices, PRC counsel for the Company, dated such Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Underwriters.

  • Form of Compliance Certificate For the fiscal quarter ended _________________, 20___. I, ______________________, [Title] of SILICON LABORATORIES INC. (the “Borrower”) hereby certify that, to the best of my knowledge and belief, with respect to that certain Credit Agreement dated as of July 31, 2012 (as amended, modified, restated or supplemented from time to time, the “Credit Agreement”; all of the defined terms in the Credit Agreement are incorporated herein by reference) among the Borrower, the Guarantors, the Lenders and Wxxxx Fargo Bank, National Association (successor to Bank of America, N.A., the original administrative agent), as the Administrative Agent: The company-prepared financial statements which accompany this certificate are true and correct in all material respects and have been prepared in accordance with GAAP applied on a consistent basis, except as otherwise expressly noted therein, subject to the absence of footnotes and to normal year-end audit adjustments. As of the date hereof, no Default or Event of Default has occurred and is continuing under the Credit Agreement. (select one): ¨ Attached hereto are such supplements to Schedules 6.13 (Subsidiaries), 6.20(a) (Locations of Real Property), 6.20(b) (Locations of Tangible Personal Property), 6.20(c) (Location of Chief Executive Office, Taxpayer Identification Number, Etc.), and 6.20(d) (Changes in Legal Name, State of Formation and Structure) of the Credit Agreement, such that, as supplemented, such Schedules are accurate and complete as of the date hereof. ¨ No such supplements are required at this time. Delivered herewith are detailed calculations demonstrating compliance by the Loan Parties with the financial covenants contained in Section 8.11 of the Credit Agreement as of the end of the fiscal period referred to above. This ______ day of ___________, 20__. SILICON LABORATORIES INC. By: Name: Title: Attachment to Officer’s Certificate Computation of Financial Covenants

  • Opinion of Counsel to the Company The Placement Agent shall have received from, Xxxxxx & Xxxxxxx LLP, such counsel’s written opinion, addressed to the Placement Agent and the Investors and dated the Closing Date, in form and substance as is set forth on Exhibit D attached hereto. Such counsel shall also have furnished to the Placement Agent a written statement, addressed to the Placement Agent and dated the Closing Date, in form and substance as set forth in Exhibit E attached hereto.

  • Opinion of Financial Advisor 23 3.19. Brokers.............................................................. 23

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