Common use of Opinion of Counsel for the Selling Stockholder Clause in Contracts

Opinion of Counsel for the Selling Stockholder. If requested by the Representative, the favorable opinion of Xxxxxxxxx XXX, counsel for the Selling Stockholder, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(c) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Kinetik Holdings Inc.), Underwriting Agreement (Kinetik Holdings Inc.)

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Opinion of Counsel for the Selling Stockholder. If requested by the Representative, the favorable The opinion of Xxxxxxxxx XXXXxxxxx, Xxxxxxxx and Xxxxxx, P.A., counsel for the Selling Stockholder, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(c5(e) hereof.

Appears in 2 contracts

Samples: Purchase Agreement (Owens Corning), Purchase Agreement (Owens Corning/Fibreboard Asbestos Personal Injury Trust)

Opinion of Counsel for the Selling Stockholder. If requested by the Representative, the The favorable opinion of Xxxxxxxxx XXXCxxxxx Xxxxxxxx Xxxxx & Hxxxxxxx LLP, counsel for the Selling Stockholder, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(c5(i) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Memc Electronic Materials Inc), Underwriting Agreement (Memc Electronic Materials Inc)

Opinion of Counsel for the Selling Stockholder. If requested by the RepresentativeRepresentatives, the favorable opinion of Xxxxxxxxx XXXXxxxx Xxxxxxx US LLP, counsel for the Selling Stockholder, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(c5(d) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (BrightSpire Capital, Inc.), Underwriting Agreement (DigitalBridge Group, Inc.)

Opinion of Counsel for the Selling Stockholder. If requested by the RepresentativeUnderwriter, the favorable opinion of Xxxxxxxxx XXXXxxxxx XxXxxxxx PC, counsel for the Selling Stockholder, in form and substance reasonably satisfactory to counsel for the UnderwritersUnderwriter, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(c) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Purple Innovation, Inc.), Underwriting Agreement (Purple Innovation, Inc.)

Opinion of Counsel for the Selling Stockholder. If requested by the RepresentativeRepresentatives, the favorable opinion of Xxxxxxxxx XXXXxxxxx XxXxxxxx PC, counsel for the Selling Stockholder, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(c) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Purple Innovation, Inc.), Underwriting Agreement (Purple Innovation, Inc.)

Opinion of Counsel for the Selling Stockholder. If requested by the RepresentativeRepresentatives, the favorable opinion of Xxxxxxxxx XXXWeil, Gotshal & Mxxxxx, LLP, counsel for the Selling Stockholder, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(c) Sections 7(c), hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Metaldyne Performance Group Inc.)

Opinion of Counsel for the Selling Stockholder. If requested by the Representative, the The favorable opinion of Xxxxxxxxx XXXBuchxxxx Xxxersol Professional Corporation, counsel for the Selling Stockholder, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(c5(d) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Cooperative Holdings Inc)

Opinion of Counsel for the Selling Stockholder. If requested by the Representative, the The favorable opinion of Xxxxxxxxx XXXXxxxxx Xxxxxxx & Xxxxxxx LLP, counsel for the Selling Stockholder, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(c6(d) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Equity One, Inc.)

Opinion of Counsel for the Selling Stockholder. If requested by the RepresentativeRepresentatives, the favorable opinion of Xxxxxxxxx XXXXxxxxx & Xxxxxxx LLP, counsel for the Selling Stockholder, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(c) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Ipsco Tubulars Inc)

Opinion of Counsel for the Selling Stockholder. If requested by the RepresentativeRepresentatives, the favorable opinion of Xxxxxxxxx XXXMourant Ozannes, counsel for the Selling Stockholder, and Kxxxxxxx & Exxxx LLP, special U.S. counsel for the Selling Stockholder, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(c) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Phibro Animal Health Corp)

Opinion of Counsel for the Selling Stockholder. If requested by the RepresentativeRepresentatives, the favorable opinion of Xxxxxxxxx XXXXxxxx Lovells US LLP, counsel for the Selling Stockholder, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(c5(d) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (BrightSpire Capital, Inc.)

Opinion of Counsel for the Selling Stockholder. (s). If requested by the RepresentativeRepresentatives, the favorable opinion of Xxxxxxxxx XXXXxxxx & XxXxxxx LLP, counsel for the Selling StockholderStockholder(s), in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(c6(c) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Advanced BioHealing Inc)

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Opinion of Counsel for the Selling Stockholder. If requested by the Representative, the favorable opinion of Xxxxxxxxx XXXXxxx Xxxxxxxx LLP, counsel for the Selling StockholderStockholders, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(c) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Purple Innovation, Inc.)

Opinion of Counsel for the Selling Stockholder. If requested by the Representative, the The favorable opinion of Xxxxxxxxx XXXXxxx, Xxxx & Xxxxx LLC, counsel for the Selling Stockholder, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(c) hereof.

Appears in 1 contract

Samples: Hecla Mining Co/De/

Opinion of Counsel for the Selling Stockholder. If requested by the Representative, the The favorable opinion of Xxxxxxxxx XXXXxxxx Xxxx, P.C., counsel for the Selling StockholderXxxxxxxxx, in form and substance reasonably satisfactory to counsel for the UnderwritersUnderwriter, dated such Date of DeliveryOption Closing Date, relating to the Option Securities Additional Shares to be purchased on such Option Closing Date of Delivery and otherwise to the same effect as the opinion required by Section 5(c5(e) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Allegiant Travel CO)

Opinion of Counsel for the Selling Stockholder. If requested by the RepresentativeRepresentatives, the favorable opinion of Xxxxxxxxx XXXXxxxx X. Xxxxxxx, counsel for the Selling Stockholder, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(c) hereofset forth in Exhibit C hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Molina Healthcare Inc)

Opinion of Counsel for the Selling Stockholder. If requested by the RepresentativeRepresentatives, the favorable opinion of Xxxxxxxxx XXXFried, Frank, Harris, Xxxxxxx & Xxxxxxxx LLP, counsel for the Selling Stockholder, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(c) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Shutterstock, Inc.)

Opinion of Counsel for the Selling Stockholder. If requested by the Representative, the The favorable opinion of Xxxxxxxxx XXXXxxxxxxx X. Xxxxxxxx, counsel for Associate General Counsel of the Selling Stockholder, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(c) hereof.

Appears in 1 contract

Samples: Purchase Agreement (Stifel Financial Corp)

Opinion of Counsel for the Selling Stockholder. If requested by the RepresentativeRepresentatives, the favorable opinion of Xxxxxxxxx XXXXxxx, Weiss, Rifkind, Xxxxxxx & Xxxxxxxx LLP, counsel for the Selling Stockholder, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(c) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (J.Jill, Inc.)

Opinion of Counsel for the Selling Stockholder. If requested by the Representative, the The favorable opinion of Xxxxxxxxx XXXSusax Xxxxxxx, counsel xxunsel for the Selling Stockholder, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(c) hereof.

Appears in 1 contract

Samples: Purchase Agreement (Plantronics Inc /Ca/)

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