Buyer’s Legal Opinion definition

Buyer’s Legal Opinion is defined in Section 9.3.
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Buyer’s Legal Opinion means Buyer’s legal opinion given by Xxxx Xxxxxxx LLP in the form mutually agreed upon by Buyer and Seller.
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Buyer’s Legal Opinion means a legal opinion in the agreed form in relation to the Buyer from the Buyer’s Delaware, USA counsel, addressed to the Seller;
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Examples of Buyer’s Legal Opinion in a sentence

  • Xxxxxx E Form of Director’s Agreement F Form of Seller’s Legal Opinion G Form of Buyer’s Legal Opinion H Form of Letter Agreement I Form of Affiliate Agreement AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of July 21, 2005 is by and between SCBT Financial Corporation, a South Carolina corporation (“Buyer”), Sun Bancshares, Inc., a South Carolina corporation (“Seller”).

  • Xxxxxxxx, III D Form of Affiliate Agreement E Form of Claims Letter F Form of Seller’s Legal Opinion G Form of Buyer’s Legal Opinion AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of January 19, 2006 is by and between First Community Corporation, a South Carolina corporation (“Buyer”), and DeKalb Bankshares, Inc., a South Carolina corporation (“Seller”).


More Definitions of Buyer’s Legal Opinion

Buyer’s Legal Opinion means a legal opinion substantially in the form attached hereto as Exhibit 1.4 (Form of Buyer’s Legal Opinion) which is to be issued to and in favour of the Sellers by CMS Rxxxx-Rohrwig Hxxxx at the Closing confirming inter alia the representations set out in Clauses 4.1 (Organisation) through 4.3 (Non-Contravention);
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Buyer’s Legal Opinion has the meaning set forth in Section 8.2.
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Buyer’s Legal Opinion means the legal opinion of Buyer’s counsel in a form reasonably acceptable to the Shareholders relating to Buyer’s representations in 7.1 hereof and contained herein as Exhibit G.
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Buyer’s Legal Opinion has the meaning set forth in Section 6.2(d) hereof.
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Related to Buyer’s Legal Opinion

  • Legal Opinion means any legal opinion delivered to the Agent under Clause 4.1 (Initial conditions precedent) or Clause 29 (Changes to the Obligors).

  • Legal Opinions has the meaning given to that term in subsection 6.1(k)(ii) hereto;

  • Withdrawal Opinion of Counsel has the meaning assigned to such term in Section 11.1(b).

  • Favorable Opinion of Bond Counsel means an opinion of Bond Counsel addressed to the Issuer and the Trustee to the effect that the action proposed to be taken is authorized or permitted by the laws of the Commonwealth and this Indenture and will not, in and of itself, adversely affect any exclusion of interest on the Bonds from gross income of the owners thereof for federal income tax purposes.

  • Company Counsel means Xxxxxxxx LLP, with offices located at 000 Xxxxx Xxxxxx Xxx, Xxxxx 000, Xxxxxxxxx, Xxxxxxxx 00000.

  • Opinion means an opinion from Company’s independent legal counsel, in the form attached as Exhibit E or in such other form agreed upon by the parties, to be delivered in connection with the Commitment Closing and any Tranche Closing.

  • Opinion of Bond Counsel means a written opinion of Bond Counsel.

  • Certified counselor means an individual who is certified by a training program or certifying organization, approved by the director, that authenticates the competence of individuals who provide education and assistance to other individuals in connection with debt counseling and financial counseling functions.

  • Representation Letters means the representation letters and any other materials (including, without limitation, a Ruling Request and any related supplemental submissions to the IRS) delivered or deliverable by, or on behalf of, Parent, SpinCo and others in connection with the rendering by Tax Advisors and/or the issuance by the IRS of the Tax Opinions/Rulings.

  • Disclosure Counsel means the Special Counsel designated by the Corporation to be responsible for the drafting and delivery of the Corporation’s disclosure documents such as preliminary official statements, official statements, re-offering memorandums or private placement memorandums and continuing disclosure agreements.

  • Tax Counsel shall have the meaning set forth in Section 6.2 hereof.

  • Seller’s Counsel has the meaning set forth in Section 10.13(a).

  • Conditions Precedent shall have the meaning set forth in Clause 4.2.

  • Fairness Opinions means the opinions of the Financial Advisors to the effect that, as of the date of such opinion and based upon and subject to the assumptions, procedures, factors, limitations and qualifications set forth therein, the Consideration to be received by the Company Shareholders under the Arrangement is fair, from a financial point of view, to such Company Shareholders.

  • Purchaser’s Counsel means Xxxxxx Xxxxxx Xxxxxxx LLP.

  • Second opinion means an opportunity or requirement to obtain a clinical evaluation by a provider other than the one originally making a recommendation for a proposed health service to assess the clinical necessity and appropriateness of the initial proposed health service.

  • Company U.S. Counsel means XxXxxxxxx Will & Xxxxx LLP, with offices located at 000 Xxxxxxx Xxxxxx, Xxx Xxxx, XX 00000-0000.

  • Counsel means a barrister and/or solicitor or a firm of barristers and/or solicitors retained by the Warrant Agent or retained by the Corporation, which may or may not be counsel for the Corporation;

  • Representation Letter Letters to, or agreements with, the Depository to effectuate a book entry system with respect to the Class A Certificates registered in the Register under the nominee name of the Depository.

  • Comfort Letter has the meaning given to that term in subsection 6.1(k)(i) hereto;

  • Bond Counsel means an attorney or firm of attorneys of nationally recognized standing on the subject of municipal bonds satisfactory to the Director.

  • Investment Representation Letter As defined in Section 5.02(b).

  • Defendants’ Counsel means Xxxxx Xxxxxxxx Xxxxxxxx & Xxxxx LLP.

  • Private Letter Ruling shall have the meaning set forth in the Recitals.

  • comfort letters signed by the Company's independent public accountants who have examined and reported on the Company's financial statements included in the registration statement, to the extent permitted by the standards of the American Institute of Certified Public Accountants, covering substantially the same matters with respect to the registration statement (and the prospectus included therein) and (in the case of the accountants' "comfort" letters) with respect to events subsequent to the date of the financial statements, as are customarily covered in opinions of issuer's counsel and in accountants' "comfort" letters delivered to the underwriters in underwritten public offerings of securities, to the extent that the Company is required to deliver or cause the delivery of such opinion or "comfort" letters to the underwriters in an underwritten public offering of securities;

  • Borrower’s Counsel means Xxxxxx Xxxx Philips & Xxxxxxxx XXX, Xxxxxxx, Xxxxxxx or such other firm of legal counsel as the Borrowers may from time to time designate;