Ti | = | Examined Documents |
1.0.sec | = | In acting as counsel to {_Sellers}, we have examined {originals/copies.cl} the following documents and instruments (collectively, the “{_Transaction_Documents}”): |
originals/copies.cl | = | |
1.1.sec | = | The {_Purchase_Agreement}; |
1.2.sec | = | The {_Escrow_Agreement}; and |
1.3.sec | = | The {_Releases}. |
1. | = | [G/Z/ol/s3] |
2.0.sec | = | In addition to the {_Transaction_Documents}, we have examined: |
2.1.sec | = | The {Articles/Certificate} of Incorporation of each {_Acquired_Company}, as in effect on the date hereof, certified by the Secretary of State of its jurisdiction of incorporation; |
Articles/Certificate | = | Certificate or Articles |
2.2.sec | = | The other Organizational Documents of each {_Acquired_Company}, certified to be true and correct by the Secretary of the {_Company}; |
2.3.sec | = | Certificates from the Secretary of State of the state of incorporation of each {_Acquired_Company} with regard to each {_Acquired_Company}’s existence and good standing; |
2.4.sec | = | Copies of resolutions adopted by the board of directors of the {_Company} with respect to the authorization of the execution, delivery, and performance of those {_Transaction_Documents} to which the {_Company} is a party and certified to be true and correct by its secretary; |
2.5.sec | = | Certificate of {Company.Secretary.Title} of the {_Company}, dated the date hereof, certifying as to certain factual matters (the “{_Company_Certificate}”); |
2.6.sec | = | Documents listed in the {_Company_Certificate}; and |
2.7.sec | = | Such other documents as we have deemed appropriate in order to give the opinions expressed below. |
2. | = | [G/Z/ol/s7] |
= | [G/Z/paras/s2] | |