FORM OF OPINION OF XXXXXX & XXXXXXX LLP. 1. The Partnership is a limited partnership duly formed under the Delaware LP Act with limited partnership power and authority to own its properties and to conduct its business as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus. With the consent of the Underwriters, based solely on certificates from public officials, such counsel confirms that the Partnership is validly existing and in good standing under the laws of the State of Delaware and is qualified to do business and in good standing in the states set forth opposite its name on Annex I hereto.
FORM OF OPINION OF XXXXXX & XXXXXXX LLP. 1. The Partnership is a limited partnership under the DRULPA, with limited partnership power and authority to own its properties and to conduct its business in all material respects as described in the SEC Reports. With your consent, based solely on certificates from public officials, we confirm that the Partnership is validly existing and in good standing under the laws of the State of Delaware.
FORM OF OPINION OF XXXXXX & XXXXXXX LLP. 1. The Company is a corporation under the general corporation law of the State of California with corporate power and authority to own its properties and to conduct its business as described in the Registration Statement, the Preliminary Prospectus and the Prospectus (in each case including the Incorporated Documents). With your consent, based solely on certificates from public officials, we confirm that the Company is validly existing and in good standing under the laws of the State of California.
FORM OF OPINION OF XXXXXX & XXXXXXX LLP. 1. The Company is a corporation under the general corporation law of the State of California with corporate power and authority to own its properties and to conduct its business as described in the Registration Statement, the Preliminary Prospectus and the Prospectus (in each case including the Incorporated Documents). With your consent, based solely on certificates from public officials, we confirm that the Company is validly existing and in good standing under the laws of the State of California. Each of SCGC, SDG&E, PE, and Enova is a corporation under the general corporation law of the State of California. Sempra Global is a corporation under the DGCL. With your consent, based solely on certificates from public officials, we confirm that each of the Significant Subsidiaries is validly existing and in good standing under the laws of its jurisdiction of incorporation.
FORM OF OPINION OF XXXXXX & XXXXXXX LLP. 1. Each of the Company and Silver Standard Ventures Inc. and 777666 B.C. Ltd. (the “Canadian Subsidiaries”) has been duly incorporated and validly exists as a corporation in good standing with respect to the filing of returns under the laws of its jurisdiction of incorporation, with all necessary corporate power and capacity to own, lease or license, as the case may be, its properties and conduct its business as described in the Prospectuses. The Company is extra-provincially or extra-territorially registered, as the case may be, in Ontario, the Yukon Territory and the Northwest Territories.
FORM OF OPINION OF XXXXXX & XXXXXXX LLP. Xxxxxx & Xxxxxxx LLP shall have furnished to the Underwriters its written opinion, as counsel to the Partnership Parties, addressed to the Underwriters and dated the Delivery Date, in form and substance reasonably satisfactory to the Representatives, to the effect that:
FORM OF OPINION OF XXXXXX & XXXXXXX LLP. 1. The Underwriting Agreement has been duly authorized, executed and delivered by the Selling Stockholder.
FORM OF OPINION OF XXXXXX & XXXXXXX LLP. 1. The Company is a corporation under the DGCL with corporate power and authority to own its properties and to conduct its business as described in the Offering Memorandum. With your consent, based solely on certificates from public officials, we confirm that the Company is validly existing and in good standing under the laws of the State of Delaware.
FORM OF OPINION OF XXXXXX & XXXXXXX LLP. 1. The Common Stock currently outstanding is listed on the NYSE Amex, and, based solely on a letter from the NYSE Amex, the Shares are duly authorized for listing on the NYSE Amex.
FORM OF OPINION OF XXXXXX & XXXXXXX LLP. (i) Each of the General Partner and the Partnership has been duly formed and is validly existing and in good standing as a limited partnership or a limited liability company, as the case may be, under the laws of its jurisdiction of formation, with all limited liability company or limited partnership, as the case may be, power and authority necessary to own or hold its properties and conduct the businesses in which it is engaged and, in the case of the General Partner, to act as the general partner of the Partnership, in each case in all material respects. Each of the General Partner and the Partnership is duly registered or qualified to do business and is in good standing as a foreign limited partnership or limited liability company, as applicable, in each jurisdiction set forth opposite its name on Exhibit 1 to this opinion.
