Common use of Opinion of Counsel for Initial Purchasers Clause in Contracts

Opinion of Counsel for Initial Purchasers. On the Issue Date, the Representative shall have received the favorable opinion, dated as of the Issue Date, of Xxxxxx Xxxxxx & Xxxxxxx LLP, counsel for the Initial Purchasers, in form and substance reasonably satisfactory to the Initial Purchasers. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York, the federal law of the United States and the General Corporation Law of the State of Delaware, upon the opinions of counsel satisfactory to the Representative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Company and its subsidiaries and certificates of public officials.

Appears in 3 contracts

Samples: Purchase Agreement (Atlantic Broadband Management, LLC), Purchase Agreement (Language Line Holdings, Inc.), Purchase Agreement (Language Line Costa Rica, LLC)

AutoNDA by SimpleDocs

Opinion of Counsel for Initial Purchasers. On the Issue At such Delivery Date, the Representative Representatives shall have received the favorable opinion, dated as of the Issue such Delivery Date, of Xxxxxx Xxxxxx Shearman & Xxxxxxx LLPSterling, counsel for the Initial Purchasers, in form and substance reasonably satisfactory to the Initial Purchasers. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York, the federal law of the United States and the General Corporation Law of the State of Delaware, upon the opinions of counsel satisfactory to the RepresentativeRepresentatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Company and its subsidiaries the Subsidiaries and certificates of public officials.

Appears in 2 contracts

Samples: Letter Agreement (Province Healthcare Co), Purchase Agreement (Province Healthcare Co)

Opinion of Counsel for Initial Purchasers. On At the Issue DateClosing Time, the Representative Representatives shall have received the favorable opinion, dated as of the Issue DateClosing Time, of Xxxxxx Xxxxxx & Xxxxxxx LLPXxxxxxx, counsel for the Initial Purchasers, with respect to matters in form and substance reasonably satisfactory to the Initial PurchasersRepresentatives. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York, the federal law of the United States and the General Corporation Law of the State of Delaware, upon the opinions of counsel satisfactory to the RepresentativeRepresentatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Company and its subsidiaries subsidiary and certificates of public officials.

Appears in 1 contract

Samples: Purchase Agreement (California Steel Industries Inc)

Opinion of Counsel for Initial Purchasers. On At the Issue DateClosing Time, the Representative Initial Purchasers shall have received the favorable opinion, dated as of the Issue DateClosing Time, of Xxxxxx Xxxxxx Shearman & Xxxxxxx Sterling LLP, counsel for the Initial Purchasers, Purchasers in form and substance reasonably satisfactory to the Initial PurchasersRepresentative. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York, the federal law of the United States and the General Corporation Law of the State of Delaware, upon the opinions of counsel satisfactory to the Representative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers and other representatives of the Company and its subsidiaries and certificates of public officials.

Appears in 1 contract

Samples: Purchase Agreement (Aar Corp)

Opinion of Counsel for Initial Purchasers. On the Issue DateAt Closing Time, the Representative Representatives shall have received the favorable opinion, dated as of the Issue DateClosing Time, of Xxxxxx Xxxxxx & Xxxxxxx LLP, counsel for the Initial Purchasers, in form and substance reasonably satisfactory to the Initial PurchasersRepresentatives. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York, the federal law of the United States and the General Corporation Law of the State of Delaware, upon the opinions of counsel satisfactory to the RepresentativeRepresentatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Company and its subsidiaries Issuers and certificates of public officials.

Appears in 1 contract

Samples: Purchase Agreement (NPC International Inc)

AutoNDA by SimpleDocs

Opinion of Counsel for Initial Purchasers. On At the Issue DateClosing Time, the Representative Representatives shall have received the favorable an opinion, dated as of the Issue DateClosing Time, of Xxxxxx Xxxxxx Shearman & Xxxxxxx Sterling LLP, counsel for the Initial Purchasers, together with signed or reproduced copies of such letter for each of the other Initial Purchasers in form and substance reasonably satisfactory to the Initial PurchasersRepresentatives. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York, York and the federal law securities laws of the United States and the General Corporation Law of the State of DelawareStates, upon the opinions of counsel satisfactory to the RepresentativeRepresentatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers and other representatives of the Company and its subsidiaries and certificates of public officials.

Appears in 1 contract

Samples: Purchase Agreement (Kaman Corp)

Opinion of Counsel for Initial Purchasers. On At the Issue Dateapplicable Closing Time, the Representative Initial Purchasers shall have received the favorable opinion, dated as of the Issue DateClosing Time, of Xxxxxx Xxxxxx Shearman & Xxxxxxx Sterling LLP, counsel for the Initial Purchasers, Purchasers in form and substance reasonably satisfactory to the Initial PurchasersXxxxxxx Xxxxx. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York, the federal law of the United States and the General Corporation Law of the State of Delaware, upon the opinions of counsel satisfactory to the Representative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Company and its subsidiaries and certificates of public officials.

Appears in 1 contract

Samples: Purchase Agreement (Aar Corp)

Time is Money Join Law Insider Premium to draft better contracts faster.