Common use of Company Counsel Legal Opinions Clause in Contracts

Company Counsel Legal Opinions. On each Representation Date, the Company shall cause to be furnished to the Agents, dated as of such date and addressed to each Agent, in form and substance reasonably satisfactory to each Agent, the written opinion of Xxxxxx, Xxxx & Xxxxxxxx, LLP, outside counsel for the Company, as described in Section 4(d), but modified as necessary to relate to the Registration Statement and the Prospectus, as amended and supplemented to the time of delivery of such opinion. In lieu of delivering such an opinion for dates subsequent to the commencement of the offering of the Shares under this Agreement such counsel may furnish the Agents with a letter (a “Reliance Letter”) to the effect that each Agent may rely on a prior opinion delivered under this Section 3(u) to the same extent as if it were dated the date of such letter (except that statements in such prior opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended or supplemented as of such subsequent date).

Appears in 2 contracts

Samples: Terms Agreement (Coeur Mining, Inc.), Terms Agreement (Coeur Mining, Inc.)

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Company Counsel Legal Opinions. On No later than the second business day following each Representation Date, the Company shall cause to be furnished to the Agents, dated as of such date and addressed to each Agentthe Agents, in form and substance reasonably satisfactory to each Agentthe Agents, the written opinion opinions of XxxxxxO’Melveny & Xxxxx LLP, Xxxx Xxxxxxxx & Xxxxxxxx, Xxxxx LLP and DLA Piper LLP, outside counsel counsels for the Company, as described in Section Sections 4(d), but modified as necessary to relate to the Registration Statement 4(e) and the Prospectus4(f), as amended and supplemented to the time of delivery of such opinionrespectively. In lieu of delivering such an opinion for dates subsequent to the commencement of the offering of the Shares under this Agreement such counsel may furnish the Agents with a letter (a Reliance Letter”) reliance letter” to the effect that each Agent the Agents may rely on a prior opinion delivered under this Section 3(u3(s) to the same extent as if it were dated the date of such letter (except that statements in such prior opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended or supplemented as of such subsequent date). The obligations of the Company under this Section 3(s) shall be deferred during any Suspension Period and shall recommence upon the termination of such Suspension Period.

Appears in 2 contracts

Samples: Equity Distribution Agreement (CareTrust REIT, Inc.), Equity Distribution Agreement (CareTrust REIT, Inc.)

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