Common use of Tax Opinion Clause in Contracts

Tax Opinion. At the Closing Time, the Representatives shall have received a tax opinion, dated as of the Closing Time, of Xxxxx Lovells US LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, substantially to the effect set forth in Exhibit A-2 hereto and to such further effect as counsel to the Underwriters may reasonably request.

Appears in 6 contracts

Samples: Underwriting Agreement (Colony NorthStar, Inc.), Underwriting Agreement (Colony Financial, Inc.), Underwriting Agreement (Colony Capital, Inc.)

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Tax Opinion. At the Closing Time, the Representatives shall have received a the favorable tax opinion, dated as of the Closing Time, of Xxxxx Lovells US Xxxxxx & Xxxxxxx LLP, tax counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters substantially to the effect set forth in Exhibit A-2 hereto and to such further effect as counsel to the Underwriters may reasonably requestA-3 hereto.

Appears in 6 contracts

Samples: Underwriting Agreement (Hudson Pacific Properties, L.P.), Underwriting Agreement (Hudson Pacific Properties, L.P.), Underwriting Agreement (Hudson Pacific Properties, L.P.)

Tax Opinion. At the Closing Time, the Representatives shall have received a the favorable tax opinion, dated as of the Closing Time, of Xxxxx Lovells US Xxxxxx & Xxxxxxx LLP, tax counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters substantially to the effect set forth in Exhibit A-2 hereto and to such further effect as counsel to the Underwriters may reasonably requestA-3 hereto.

Appears in 5 contracts

Samples: Underwriting Agreement (Hudson Pacific Properties, Inc.), Underwriting Agreement (Hudson Pacific Properties, Inc.), Underwriting Agreement (Hudson Pacific Properties, Inc.)

Tax Opinion. At the Closing Time, the Representatives shall have received a the favorable tax opinion, dated as of the Closing Time, of Xxxxx Lovells US Xxxxxx & Xxxxxxx LLP, tax counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters, substantially to the effect set forth in Exhibit A-2 hereto and to such further effect as counsel to the Underwriters may reasonably requestA-3 hereto.

Appears in 4 contracts

Samples: Underwriting Agreement (Hudson Pacific Properties, L.P.), Underwriting Agreement (Hudson Pacific Properties, L.P.), Underwriting Agreement (Hudson Pacific Properties, Inc.)

Tax Opinion. At the Closing Time, the Representatives shall have received a tax opinion, dated as of the Closing Time, of Xxxxx Lovells US LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters substantially to the effect set forth in Exhibit A-2 hereto and to such further effect as counsel to the Underwriters may reasonably request.

Appears in 3 contracts

Samples: Underwriting Agreement (Colony Financial, Inc.), Underwriting Agreement (Colony Financial, Inc.), Underwriting Agreement (Colony Financial, Inc.)

Tax Opinion. At the Closing Time, the The Representatives shall have received a tax an opinion, dated as of the such Closing TimeDate, of Xxxxx Lovells US Xxxxxx & Xxxxxxx LLP, special tax counsel for the Company, addressed to the Underwriters and in form and substance satisfactory to counsel for the UnderwritersRepresentatives, substantially to in the effect form set forth in Exhibit A-2 hereto and to such further effect as counsel to the Underwriters may reasonably requesthereto.

Appears in 2 contracts

Samples: Underwriting Agreement (BioMed Realty Trust Inc), Underwriting Agreement (BioMed Realty Trust Inc)

Tax Opinion. At the Closing Time, the Representatives shall have received a tax opinion, dated as of the Closing Time, of Xxxxx Lovells US & Xxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters substantially to the effect set forth in Exhibit A-2 hereto and to such further effect as counsel to the Underwriters may reasonably request.

Appears in 2 contracts

Samples: Purchase Agreement (Colony Financial, Inc.), Purchase Agreement (Colony Financial, Inc.)

Tax Opinion. At the Closing Time, the Representatives shall have received a the favorable tax opinion, dated as of the Closing Time, of Xxxxx Lovells US Skadden, Arps, Slate, Xxxxxxx & Xxxx LLP, counsel for the CompanyCompany and the Manager, in form and substance satisfactory to counsel for the Underwriters, substantially together with signed or reproduced copies of such letter for each of the other Underwriters to the effect set forth in Exhibit A-2 hereto and to such further effect as counsel to the Underwriters may reasonably request.

Appears in 2 contracts

Samples: Underwriting Agreement (Western Asset Mortgage Capital Corp), Underwriting Agreement (Western Asset Mortgage Capital Corp)

Tax Opinion. At the Closing Time, the Representatives shall have received a the favorable tax opinion, dated as of the Closing Time, of Xxxxx Lovells US Xxxxxxx Xxxxxxxxxxx & Mugel, LLP, tax counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, substantially together with signed or reproduced copies of such letter for each of the other Underwriters to the effect set forth in Exhibit A-2 A-3 hereto and to such further effect as counsel to the Underwriters may reasonably request.

Appears in 2 contracts

Samples: Underwriting Agreement (Parkway Properties Inc), Underwriting Agreement (Parkway Properties Inc)

Tax Opinion. At the Closing Time, the Representatives Representative shall have received a tax opinion, dated as of the Closing Time, of Xxxxx Lovells US LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, substantially to the effect set forth in Exhibit A-2 hereto and to such further effect as counsel to the Underwriters may reasonably request.

Appears in 2 contracts

Samples: Underwriting Agreement (Colony Financial, Inc.), Underwriting Agreement (Colony Financial, Inc.)

Tax Opinion. At the Closing Time, the Representatives shall have received a the favorable tax opinion, dated as of the Closing Time, of Xxxxx Lovells US Skadden, Arps, Slate, Xxxxxxx & Xxxx LLP, counsel for the CompanyCompany and the Manager, in form and substance satisfactory to counsel for the Underwriters, substantially together with signed or reproduced copies of such letter for each of the other Underwriters to the effect set forth in Exhibit A-2 B-2 hereto and to such further effect as counsel to the Underwriters may reasonably request.

Appears in 2 contracts

Samples: Underwriting Agreement (Western Asset Mortgage Capital Corp), Underwriting Agreement (Western Asset Mortgage Capital Corp)

Tax Opinion. At the Closing Time, the Representatives shall have received a the favorable tax opinion, dated as of the Closing Time, of Xxxxx Lovells US Xxxxxx & Xxxxxxx LLP, tax counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters substantially to the effect set forth in Exhibit A-2 hereto and to such further effect as counsel to the Underwriters may reasonably requestA-3 hereto.

Appears in 2 contracts

Samples: Underwriting Agreement (American Assets Trust, Inc.), American Assets Trust, Inc.

Tax Opinion. At the Closing Time, the Representatives Representative shall have received a tax opinion, dated as of the Closing Time, of Xxxxx Lovells Xxxxxxxx Chance US LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters substantially to the effect set forth in Exhibit A-2 hereto and to such further effect as counsel to the Underwriters may reasonably requestC hereto.

Appears in 2 contracts

Samples: Underwriting Agreement (Etre Reit, LLC), Etre Reit, LLC

Tax Opinion. At the Closing Time, the Representatives shall have received a the favorable tax opinion, dated as of the Closing Time, of Xxxxx Lovells US LLP, tax counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, substantially together with signed or reproduced copies of such letter for each of the other Underwriters, to the effect set forth in Exhibit A-2 hereto and to such further effect as counsel to the Underwriters may reasonably request.

Appears in 1 contract

Samples: Underwriting Agreement (Parkway Properties Inc)

Tax Opinion. At the Closing Time, the Representatives shall have received a the tax opinion, dated as of the Closing Time, of Xxxxx Lovells US Skadden, Arps, Slate, Xxxxxxx & Xxxx LLP, counsel for the CompanyCompany and the Manager, in form and substance reasonably satisfactory to counsel for the Underwriters, substantially to the effect set forth in Exhibit A-2 hereto and to such further effect as counsel to the Underwriters may reasonably requesthereto.

Appears in 1 contract

Samples: Underwriting Agreement (Western Asset Mortgage Capital Corp)

Tax Opinion. At the Closing Time, the Representatives shall have received a the favorable tax opinion, dated as of the Closing Time, of Xxxxx Lovells US LLP, tax counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, substantially together with signed or reproduced copies of such letter for each of the other Underwriters to the effect set forth in Exhibit A-2 hereto and to such further effect as counsel to the Underwriters may reasonably request.

Appears in 1 contract

Samples: Underwriting Agreement (Parkway Properties Inc)

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Tax Opinion. At the Closing Time, the Representatives shall have received a tax opinion, dated as of the Closing Time, of Xxxxx Lovells Xxxxxxx US LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, substantially to the effect set forth in Exhibit A-2 B hereto and to such further effect as counsel to the Underwriters may reasonably request.

Appears in 1 contract

Samples: Underwriting Agreement (BrightSpire Capital, Inc.)

Tax Opinion. At the Closing Time, the Representatives shall have received a tax opinion, dated as of the Closing Time, of Xxxxx Lovells Clifford Chance US LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters substantially to the effect set forth in Exhibit A-2 B-2 hereto and to such further effect as counsel to the Underwriters may reasonably request.

Appears in 1 contract

Samples: Colony American Homes, Inc.

Tax Opinion. At the Closing Time, the Representatives shall have received a tax opinion, dated as of the Closing Time, of Xxxxx Hogan Lovells US LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, substantially to the effect set forth in Exhibit A-2 B hereto and to such further effect as counsel to the Underwriters may reasonably request.

Appears in 1 contract

Samples: Underwriting Agreement (DigitalBridge Group, Inc.)

Tax Opinion. At the Closing Time, the Representatives shall have received a the favorable tax opinion, dated as of the Closing Time, of Xxxxx Lovells US Xxxxxxx Procter LLP, tax counsel for the CompanyTransaction Entities, in form and substance reasonably satisfactory to counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters substantially to the effect set forth in Exhibit A-2 hereto and to such further effect as counsel to the Underwriters may reasonably requestB hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Paramount Group, Inc.)

Tax Opinion. At the Closing Time, the Representatives shall have received a the favorable tax opinion, dated as of the Closing Time, of Xxxxx Lovells US Sidley Austin LLP, tax counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters substantially to the effect set forth in Exhibit A-2 hereto and to such further effect as counsel to the Underwriters may reasonably request.A-3

Appears in 1 contract

Samples: Underwriting Agreement (Rouse Properties, Inc.)

Tax Opinion. At the Closing Time, the Representatives shall have received a tax opinion, dated as of the Closing Time, of Xxxxx Lovells US LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, substantially to the effect set forth in Exhibit A-2 B hereto and to such further effect as counsel to the Underwriters may reasonably request.

Appears in 1 contract

Samples: Underwriting Agreement (BrightSpire Capital, Inc.)

Tax Opinion. At the Closing Time, the Representatives shall have received a the favorable tax opinion, dated as of the Closing Time, of Xxxxx Lovells US Lxxxxx & Wxxxxxx LLP, tax counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters substantially to the effect set forth in Exhibit A-2 hereto and to such further effect as counsel to the Underwriters may reasonably requestA-3 hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Hudson Pacific Properties, Inc.)

Tax Opinion. At the Closing Time, the Representatives Representative shall have received a the favorable tax opinion, dated as of the Closing Time, of Xxxxx Lovells US Xxxxxx & Xxxxxxx LLP, tax counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters substantially to the effect set forth in Exhibit A-2 hereto and to such further effect as counsel to the Underwriters may reasonably requestA-3 hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Hudson Pacific Properties, Inc.)

Tax Opinion. At the Closing Time, the Representatives shall have received a the favorable tax opinion, dated as of the Closing Time, of Xxxxx Lovells US Xxxxxx & Xxxxxxx LLP, tax counsel for the CompanyTransaction Entities, in form and substance reasonably satisfactory to counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters substantially to the effect set forth in Exhibit A-2 hereto and to such further effect as counsel to the Underwriters may reasonably requestA-3 hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Hudson Pacific Properties, L.P.)

Tax Opinion. At the Closing Time, the Representatives shall have received a the favorable tax opinion, dated as of the Closing Time, of Xxxxx Lovells Xxxxxxxx Chance US LLP, tax counsel for the CompanyTransaction Entities, in form and substance reasonably satisfactory to counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters substantially to the effect set forth in Exhibit A-2 hereto and to such further effect as counsel to the Underwriters may reasonably requesthereto.

Appears in 1 contract

Samples: Underwriting Agreement (Empire State Realty Trust, Inc.)

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