Common use of Applicable Law; Counterparts Clause in Contracts

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor and the Underwriter. Very truly yours, COLONIAL MUNICIPAL INCOME TRUST By:____________________________________ COLONIAL MANAGEMENT ASSOCIATES, INC. By:____________________________________ Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXX. By:______________________ Managing Director 23 SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Number of Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:

Appears in 2 contracts

Samples: Underwriting Agreement (Colonial Municipal Income Trust), Underwriting Agreement (Colonial Municipal Income Trust)

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Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to contracts made and to be performed within the Sate of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor Company and the Underwriterseveral Underwriters. Very truly yours, COLONIAL MUNICIPAL INCOME WALBRO CAPITAL TRUST By:: Walbro Corporation, as Sponsor By: _______________________________ Name: Lambxxx X. Axxxxxxx Title: Chairman and Chief Executive Officer WALBRO CORPORATION By________________________________ COLONIAL MANAGEMENT ASSOCIATES, INCName: Lambxxx X. Axxxxxxx Title: Chairman and Chief Executive Officer Confirmed as of the date first above mentioned on behalf of themselves and the other several Underwriters named in Schedule I hereto. By:_________SMITX XXXXXX XXX. INTERSTATE/JOHNXXX XXXE XXXPORATION As Representatives of the Several Underwriters By SMITX XXXXXX XXX. By ___________________________ Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXX. By:______________________ Managing Director 23 Name: Title: 38 SCHEDULE I COLONIAL MUNICIPAL INCOME WALBRO CAPITAL TRUST [ ]% Convertible Trust Preferred Securities Number of Shares of Municipal Underwriter Firm Underwriters Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:Securities

Appears in 1 contract

Samples: Walbro Capital Trust

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Texttext] 22 Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor and the Underwriterseveral Underwriters. Very truly yours, COLONIAL NEW YORK INSURED MUNICIPAL INCOME TRUST FUND By:_______: _____________________________ COLONIAL MANAGEMENT ASSOCIATES, INC. By:_______: _____________________________ Confirmed as of the date first above mentionedmentioned on behalf of themselves and the other several Underwriters named in Schedule I hereto. SALOXXX XXXXX XXXNXX XXX. A.G. XXXXXXX & XONS, INC. PAINX XXXBXX XXXORPORATED As Representatives of the Several Underwriters By:: SALOXXX XXXXX XXXNEY INC. By: _______________________________ Managing Director 23 SCHEDULE I COLONIAL NEW YORK INSURED MUNICIPAL INCOME TRUST FUND Number of Underwriter Firm Shares of Municipal Underwriter Preferred ----------- --------- ----------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:.......................................

Appears in 1 contract

Samples: Underwriting Agreement (Colonial New York Insured Municipal Fund)

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor Fund and the UnderwriterManager and the several Underwriters. Very truly yours, COLONIAL NUVEEN INSURED FLORIDA TAX-FREE ADVANTAGE MUNICIPAL INCOME TRUST FUND By:____________________________________ COLONIAL MANAGEMENT ASSOCIATES, INC: ---------------------------------- Title: Chief Administrative Officer NUVEEN ADVISORY CORP. By:____________________________________ : ---------------------------------- Title: Managing Director Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXXwritten on behalf of themselves and the other several Underwriters named in Schedule I hereto. By:______________________ Managing Director 23 : Xxxxxxx Xxxxx Xxxxxx Inc. Nuveen Investments X.X. Xxxxxxx & Sons, Inc. Prudential Securities Incorporated Xxxxxxxxxx & Co. Inc. Xxxxxxx Xxxxx & Associates, Inc. Xxxx Xxxx & Co. SunTrust Capital Markets, Inc. Wachovia Securities, Inc. AS REPRESENTATIVES OF THE SEVERAL UNDERWRITERS By: XXXXXXX XXXXX XXXXXX INC. By: ----------------------------------- Title: SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Number of Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx NAME OF UNDERWRITERS NUMBER OF COMMON SHARES Xxxxxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:Barney Inc. Nuveen Investments

Appears in 1 contract

Samples: Nuveen Insured Florida Tax Free Advantage Municipal Fund

Applicable Law; Counterparts. This Agreement shall be governed by and ---------------------------- construed in accordance with the laws of the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor Fund and the UnderwriterManager and the several Underwriters. Very truly yours, COLONIAL NUVEEN OHIO DIVIDEND ADVANTAGE MUNICIPAL INCOME TRUST FUND 2 By:: ___________________________ Title: Vice President NUVEEN ADVISORY CORP. By: _____________________________ Title: Vice President Confirmed as of the date first above written on behalf of themselves and the other several Underwriters named in Schedule I hereto. By: XXXXXXX XXXXX XXXXXX INC. NUVEEN INVESTMENTS X.X. XXXXXXX & SONS, INC. PRUDENTIAL SECURITIES INCORPORATED UBS WARBURG LLC FIRST UNION SECURITIES, INC. MCDONALD INVESTMENTS INC., a KeyCorp Company XXXXXXX XXXXX & ASSOCIATES, INC. AS REPRESENTATIVES OF THE SEVERAL UNDERWRITERS By: XXXXXXX XXXXX BARNEY INC. By: ___________________________________ COLONIAL MANAGEMENT ASSOCIATES, INC. By:____________________________________ Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXX. By:______________________ Managing Title: Director 23 SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Name of Underwriters Number of Common Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:-------------------- -----------------------

Appears in 1 contract

Samples: Nuveen Ohio (Nuveen Ohio Dividend Advantage Municipal Fund 2)

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to contracts made and to be performed within the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among between the Trust, the Advisor Company and the Underwriterseveral Underwriters. Very truly yours, COLONIAL MUNICIPAL INCOME TRUST By:____________________________________ COLONIAL MANAGEMENT ASSOCIATES, UTILICORP UNITED INC. By:____________________________________ By ........................ Confirmed as of the date first above mentionedmentioned on behalf of themselves and the other several Underwriters named in Schedule I hereto. SALOXXX XXXXXXX LYNCH, PIERCE, XXXXXX & XXXXX XXXNXX XXXINCORPORATED XXXX XXXXXX XXXXXXXX INC. By:______________________ Managing Director 23 XXXXXXX, XXXXX & CO. X.X. XXXXXX SECURITIES INC. PAINEWEBBER INCORPORATED As Representatives of the Several Underwriters By XXXXXXX LYNCH, PIERCE, XXXXXX & XXXXX INCORPORATED By .......................... SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST NAME OF COMPANY Number of Shares of Municipal Underwriter Preferred UNDERWRITER FIRM SHARES ------------ ----------- --------- Saloxxx Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES Incorporated Xxxx Xxxxxx Xxxxxxxx Inc. Xxxxxxx Xxxxx & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:Co. X.X. Xxxxxx Securities Inc. PaineWebber Incorporated

Appears in 1 contract

Samples: Utilicorp United Inc

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor Fund and the UnderwriterAdvisers and the several Underwriters. Very truly yours, COLONIAL MUNICIPAL NUVEEN REAL ESTATE INCOME TRUST FUND By:: ___________________________ Title: NUVEEN INSTITUTIONAL ADVISORY CORP. By: _____________________________ Title: SECURITY CAPITAL RESEARCH & MANAGEMENT INCORPORATED By: ___________________________ Title: Confirmed as of the date first above written on behalf of themselves and the other several Underwriters named in Schedule I hereto. By: XXXXXXX XXXXX XXXXXX INC. NUVEEN INVESTMENTS X.X. XXXXXXX & SONS, INC. PRUDENTIAL SECURITIES INCORPORATED XXXX XXXXXXXX INCORPORATED FIRST UNION SECURITIES, INC. GRUNTAL & CO., L.L.C. XXXX XXXXX XXXX XXXXXX, INCORPORATED MCDONALD INVESTMENTS INC., A KEYCORP COMPANY AS REPRESENTATIVES OF THE SEVERAL UNDERWRITERS By: XXXXXXX XXXXX XXXXXX INC. By: ___________________________________ COLONIAL MANAGEMENT ASSOCIATES, INC. By:____________________________________ Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXX. By:______________________ Managing Title: Director 23 SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Number of Name of Underwriter Common Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:------------------- -------------

Appears in 1 contract

Samples: Nuveen Real Estate Income Fund

Applicable Law; Counterparts. This Agreement shall be governed ---------------------------- by and construed in accordance with the laws of the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor Advisers and the Underwriterseveral Underwriters. Very truly yours, COLONIAL THE BLACKROCK STRATEGIC MUNICIPAL INCOME TRUST By:____________________________________ COLONIAL MANAGEMENT ASSOCIATESBLACKROCK ADVISORS, INC. By:__________________________ BLACKROCK FINANCIAL MANAGEMENT, INC. By:__________________________ Confirmed as of the date first above mentionedmentioned on behalf of themselves and the other several Underwriters named in Schedule I hereto. SALOXXX XXXXXXX XXXXX XXXNXX XXXXXXXXX INC. X.X. XXXXXXX & SONS, INC. PAINEWEBBER INCORPORATED PRUDENTIAL SECURITIES INCORPORATED As Representatives of the Several Underwriters By: XXXXXXX XXXXX XXXXXX INC. By:: __________________________ Managing Director 23 SCHEDULE I COLONIAL THE BLACKROCK STRATEGIC MUNICIPAL INCOME TRUST Number of Underwriter Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- -------- Total........................................ 3,600 ----- 24 ........................... -------- EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:A

Appears in 1 contract

Samples: Blackrock Strategic Municipal Trust

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor and the Underwriter. Very truly yours, COLONIAL CALIFORNIA INSURED MUNICIPAL INCOME TRUST FUND By:____________________________________ : /s/ Nancx X. Xxxxxx ---------------------------------------- COLONIAL MANAGEMENT ASSOCIATES, INC. By:____________________________________ : /s/ Nancx X. Xxxxxx ---------------------------------------- Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXX. As Representative of the Several Underwriters By:______________________ Managing : /s/ R.F. Xxxx Xx. ------------------------------ Director 23 SCHEDULE I COLONIAL CALIFORNIA INSURED MUNICIPAL INCOME TRUST FUND Number of Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES ......................................... 734 A.G. Xxxxxxx & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & GrayXons, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:Inc......................................... 244

Appears in 1 contract

Samples: Underwriting Agreement (Colonial Insured Municipal Fund)

Applicable Law; Counterparts. This Agreement shall be governed by and ---------------------------------- construed in accordance with the laws of the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor Fund and the UnderwriterManager and the several Underwriters. Very truly yours, COLONIAL NUVEEN VIRGINIA DIVIDEND ADVANTAGE MUNICIPAL INCOME TRUST FUND By:: ___________________________ Title: Vice President NUVEEN ADVISORY CORP. By: _____________________________ Title: Vice President Confirmed as of the date first above written on behalf of themselves and the other several Underwriters named in Schedule I hereto. By: XXXXXXX XXXXX XXXXXX INC. NUVEEN INVESTMENTS DEUTSCHE BANC ALEX. XXXXX X.X. XXXXXXX & SONS, INC. PRUDENTIAL SECURITIES INCORPORATED UBS WARBURG LLC FIRST UNION SECURITIES, INC. XXXX XXXXX XXXX XXXXXX, INCORPORATED XXXXXXX XXXXX & ASSOCIATES, INC. AS REPRESENTATIVES OF THE SEVERAL UNDERWRITERS By: XXXXXXX XXXXX BARNEY INC. By: ___________________________________ COLONIAL MANAGEMENT ASSOCIATES, INC. By:____________________________________ Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXX. By:______________________ Managing Title: Director 23 SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Number of Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:I

Appears in 1 contract

Samples: Underwriting Agreement (Nuveen Virginia Dividend Advantage Municipal Fund)

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New YorkFlorida without reference to choice of law principles thereunder. This Agreement may be signed in various counterparts counterparts, which together shall constitute one and the same instrument. If signed in counterparts, this This Agreement shall not become be effective unless when, but only when, at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End The Company, the Selling Shareholder and the Underwriters each hereby irrevocably waives any right it may have to a trial by jury in respect to any claim based upon or arising out of Text] 22 this Agreement or the transactions contemplated hereby. Please confirm that the foregoing correctly sets forth the agreement among the TrustCompany, the Advisor Selling Shareholder and the Underwriterseveral Underwriters. Very truly yours, COLONIAL MUNICIPAL INCOME TRUST By:____________________________________ COLONIAL MANAGEMENT ASSOCIATESDominion Homes, INC. By:____________________________________ Confirmed Inc. ----------------------------------- Xxx X. Xxxxxxx, President and Chief Operating Officer BRC Properties Inc. ----------------------------------- Xxxxx X. Xxxxxx, President CONFIRMED as of the date first above mentioned, on behalf of the Representatives and the other several Underwriters named in Schedule I hereto. SALOXXX XXXXXXX XXXXX XXXNXX XXX& ASSOCIATES, INC. By:______________________ Managing Director 23 : ---------------------------------- Authorized Representative XXXX XXXXX XXXX XXXXXX, INCORPORATED By: ---------------------------------- Authorized Representative - 38 - SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Number of Name Firm Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:----------------------------------- -------------

Appears in 1 contract

Samples: Dominion Homes Inc

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to contracts made and to be performed within the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the TrustCompany, the Advisor Selling Shareholders and the Underwriterseveral U.S. Underwriters. Very truly yours, COLONIAL MUNICIPAL INCOME TRUST LASALLE RE HOLDINGS LIMITED By:____________________________________ COLONIAL MANAGEMENT ASSOCIATES, INC. President and Chief Executive Officer Each of the Selling Shareholders named in Schedule I hereto By:____________________________________ Attorney-in-Fact By______________________________ Attorney-in-Fact By______________________________ Attorney-in-Fact Confirmed as of the date first above mentionedmentioned on behalf of themselves and the other several U.S. Underwriters named in Schedule II hereto. SALOXXX XXXXX XXXNXX XXXXXXXXX INC. LAZARD FRERES & CO. LLC XXXXXX XXXXXXX & CO. INCORPORATED By XXXXX XXXXXX INC. By:_____________________________ Managing Director 23 SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST LASALLE RE HOLDINGS LIMITED Part A - Firm Shares -------------------- Number of Selling Shareholders Firm Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:-------------------- -----------

Appears in 1 contract

Samples: Underwriting Agreement (Lasalle Re Holdings LTD)

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New YorkFlorida applicable to contracts made and to be performed within the State of Florida. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the TrustCompany, the Advisor Selling Shareholders and the Underwriterseveral Underwriters. Very truly yours, COLONIAL MUNICIPAL INCOME TRUST By:____________________________________ COLONIAL MANAGEMENT ASSOCIATESOUTSOURCE INTERNATIONAL, INC. By:____________________________________ : ---------------------------------- Xxxx X. Xxxxxx, Chairman of the Board, President and Chief Executive Officer Each of the Selling Shareholders named in Schedule I hereto By: ---------------------------------- Attorney-in-Fact By: ---------------------------------- Attorney-in-Fact Confirmed as of the date first above mentionedmentioned on behalf of themselves and the other several Underwriters named in Schedule II hereto. SALOXXX XXXXX XXXNXX XXXXXXXXX INC. XXXXXX X. XXXXX & CO. INCORPORATED XXXXXXXXX, LUFKIN & XXXXXXXX SECURITIES CORPORATION As Representatives of the Several Underwriters By: XXXXX XXXXXX INC. By:______________________ : -------------------------------- Name: Managing Director 23 SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST OUTSOURCE INTERNATIONAL, INC. PART A - FIRM SHARES -------------------- Number of Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:SELLING SHAREHOLDERS FIRM SHARES -------------------- -----------

Appears in 1 contract

Samples: Outsource International Inc

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. This Agreement may be signed in various counterparts counterparts, which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the TrustFund, the Advisor Investment Manager and the Underwriterseveral Underwriters. Very truly yours, COLONIAL MUNICIPAL INCOME TRUST SALOMON BROTHERS INFLATION MANAGEMENT FUND INC. By:________: ____________________________ COLONIAL Name: Title: SALOMON BROTHERS ASSET MANAGEMENT ASSOCIATES, INC By: ____________________________ Name: Title: Confirmed as of the date first above mentioned on behalf of themselves and the other several Underwriters named in Schedule I hereto. CITIGROUP GLOBAL MARKETS INC. As Representatives of the Several Underwriters By: CITIGROUP GLOBAL MARKETS INC. By:____________________________________ Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXX. By:______________________ Managing Director 23 Name: Title: SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Salomon Brothers Inflation Management Fund Inc. Underwriter Number of Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx---------------- Citigroup Global Markets Inc. ..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 [ ] Total ............................................. [ ] EXHIBIT A A1 FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:FUND COUNSEL EXHIBIT A2 FORM OF NEGATIVE ASSURANCE LETTER OF FUND COUNSEL EXHIBIT B FORM OF OPINION OF XXXXX XXXXXXX LLP EXHIBIT C FORM OF OPINION OF COUNSEL OF INVESTMENT MANAGER

Appears in 1 contract

Samples: Salomon Brothers Inflation Management Fund Inc

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the TrustFund, the Advisor Adviser, the Sub-Adviser and the Underwriterseveral Underwriters. Very truly yours, COLONIAL MUNICIPAL ING CLARION REAL ESTATE INCOME TRUST FUND By:: ____________________________________________ COLONIAL MANAGEMENT ASSOCIATESName: Title: ING CLARION REAL ESTATE SECURITIES, INC. L.P. By:: ____________________________________________ Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXX. Name: Title: CLARION CAPITAL LLC By:: ____________________________________________ Managing Director 23 Name: Title: Confirmed as of the date first above written on behalf of themselves and the other several Underwriters named in Schedule I hereto. AS REPRESENTATIVE OF THE SEVERAL UNDERWRITERS X.X. XXXXXXX & SONS, INC. By: _________________________________ Name: Title: SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Underwriters Number of Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx ------------ ---------------- X.X. Xxxxxxx & Sons, Inc. 1680 Xxxxxx Xxxxx, Xxxxxx, Xxxxxx & Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 Incorporated 1680 Citigroup Global Markets Inc. 840 Total 4,200 EXHIBIT A [Form of opinion to be provided by Skadden, Arps, Slate, Xxxxxxx & Xxxx LLP] EXHIBIT B FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:[ ] ADVISER OPINION

Appears in 1 contract

Samples: Ing Clarion Real Estate Income Fund

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New YorkFlorida without reference to choice of law principles thereunder. This Agreement may be signed in various counterparts which together shall constitute one and the same instrument. If signed in counterparts, this This Agreement shall not become be effective unless when, but only when, at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End The Company and the Underwriters each hereby irrevocably waive any right they may have to a trial by jury in respect to any claim based upon or arising out of Text] 22 this Agreement or the transactions contemplated hereby. Please confirm that the foregoing correctly sets forth the agreement among between the Trust, the Advisor Company and the Underwriterseveral Underwriters. Very truly yours, COLONIAL MUNICIPAL INCOME TRUST National Auto Finance Company, Inc. By:________________________________ Name:______________________________ COLONIAL MANAGEMENT Title:_____________________________ CONFIRMED as of the date first above mentioned, on behalf of itself and the other several Underwriters named in Schedule I hereto. XXXXXXX XXXXX & ASSOCIATES, INC. By:_____________________________ Name:___________________________ Confirmed as Title:__________________________ The undersigned agrees to indemnify and hold harmless the Company and the directors, officers, employees and agents of the date first above mentionedCompany from and against any and all losses, claims, damages, liabilities and expenses arising out of or based upon [Title of Shareholder litigations], together with any related controversy or successor litigation. SALOXXX XXXXX XXXNXX XXX. NATIONAL AUTO FINANCE COMPANY, L.P. By:_____________________________ Managing Director 23 Name:___________________________ Title:__________________________ SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Number of Firm Name Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx ---- ------- Xxxxxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & GrayAssociates, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:Inc....................................... TOTAL................................................................. =======

Appears in 1 contract

Samples: National Auto Finance Co Inc

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to contracts made and to be performed within the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the TrustCompany, the Advisor Selling Shareholders and the Underwriterseveral Managers. Very truly yours, COLONIAL MUNICIPAL INCOME TRUST By:______LASALLE RE HOLDINGS LIMITED By ______________________________ COLONIAL MANAGEMENT ASSOCIATES, INC. By:______President and Chief Executive Officer Each of the Selling Shareholders named in Schedule I hereto By ______________________________ Attorney-in-Fact By ______________________________ Attorney-in-Fact By ______________________________ Attorney-in-Fact Confirmed as of the date first above mentionedmentioned on behalf of themselves and the other several Managers named in Schedule II hereto. SALOXXX XXXXX XXXNXX XXXXXXXXX INC. By:LAZARD CAPITAL MARKETS XXXXXX XXXXXXX & CO. INTERNATIONAL LIMITED As Lead Managers for the Several Managers By XXXXX XXXXXX INC. By ______________________________ Managing Director 23 SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST LASALLE RE HOLDINGS LIMITED Number Selling Shareholders of Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:-------------------- ---------

Appears in 1 contract

Samples: Underwriting Agreement (Lasalle Re Holdings LTD)

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor and the Underwriter. Very truly yours, COLONIAL HIGH INCOME MUNICIPAL INCOME TRUST By:____________________________________ : -------------------------------------- COLONIAL MANAGEMENT ASSOCIATES, INC. By:____________________________________ : -------------------------------------- Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXX. By:______________________ : ------------------------------- Managing Director 23 SCHEDULE I COLONIAL HIGH INCOME MUNICIPAL INCOME TRUST Number of Shares of Series T Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 . ........................... 2,400 ----- ----- Total........................................ 3,600 ----- 24 Total ............................................... 2,400 25 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:

Appears in 1 contract

Samples: Underwriting Agreement (Colonial High Income Municipal Trust)

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the TrustFund, the Advisor Adviser, the Sub-Adviser and the Underwriterseveral Underwriters. Very truly yours, COLONIAL MUNICIPAL ING CLARION REAL ESTATE INCOME TRUST FUND By:: ____________________________________ COLONIAL MANAGEMENT ASSOCIATESName: Title: ING CLARION REAL ESTATE SECURITIES, INC. By:: ____________________________________ Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXX. Name: Title: ING CLARION CAPITAL, LLC By:: ____________________________________ Managing Director 23 Name: Title: Confirmed as of the date first above written on behalf of themselves and the other several Under-writers named in Schedule I hereto. AS REPRESENTATIVE OF THE SEVERAL UNDERWRITERS X.X. XXXXXXX & SONS, INC. By: _________________________________ Name: [ ] Title: [ ] SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Underwriter Number of Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 ---------------- X.X. Xxxxxxx & Sons, Inc. Total ________________ EXHIBIT A FORM OF OPINION OF ROPES SKADDEN, ARPS, SLATE, XXXXXXX & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:XXXX LLP OPINION

Appears in 1 contract

Samples: Ing Clarion Real Estate Income Fund

Applicable Law; Counterparts. This Agreement shall be governed by and ---------------------------- construed in accordance with the laws of the State of New York applicable to contracts made and to be performed within the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the TrustCompany, the Advisor Selling Stockholders and the Underwriterseveral Underwriters. Very truly yours, COLONIAL MUNICIPAL INCOME TRUST By:____________________________________ COLONIAL MANAGEMENT ASSOCIATES, INCNAME OF COMPANY By ------------------------------ Xxxxxxx X. Xxxxxx Xx. By:____________________________________ Chairman of the Board & Chief Executive Officer Each of the Selling Stockholders named in Schedule I hereto By ------------------------------ Attorney-in-Fact By ------------------------------ Attorney-in-Fact Confirmed as of the date first above mentionedmentioned on behalf of themselves and the other several Underwriters named in Schedule II hereto. SALOXXX XXXXX XXXNXX XXXXXXXXX INC. By:______________________ XXXXXXXXX, XXXXXX & XXXXXXXX SECURITIES CORPORATION BT SECURITIES CORPORATION As Representatives of the Several Underwriters By XXXXX XXXXXX INC. By -------------------------- Managing Director 23 SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST NAME OF COMPANY Part A - Firm Shares -------------------------- Number of Selling Stockholders Firm Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:-------------------- -----------

Appears in 1 contract

Samples: Underwriting Agreement (Kinetics Group Inc)

Applicable Law; Counterparts. This Agreement shall be governed by and ---------------------------- construed in accordance with the laws of the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor Fund and the UnderwriterManager and the several Underwriters. Very truly yours, COLONIAL NUVEEN PENNSYLVANIA DIVIDEND ADVANTAGE MUNICIPAL INCOME TRUST FUND 2 By:: ___________________________ Title: Vice President NUVEEN ADVISORY CORP. By: _____________________________ Title: Vice President Confirmed as of the date first above written on behalf of themselves and the other several Underwriters named in Schedule I hereto. By: Xxxxxxx Xxxxx Xxxxxx Inc. Nuveen Investments X.X. Xxxxxxx & Sons, Inc. Prudential Securities Incorporated UBS Warburg LLC First Union Securities, Inc. Gruntal & Co., L.L.C. Xxxxxx Xxxxxxxxxx Xxxxx LLC Xxxxxxx Xxxxx & Associates, Inc. AS REPRESENTATIVES OF THE SEVERAL UNDERWRITERS By: XXXXXXX XXXXX BARNEY INC. By: ___________________________________ COLONIAL MANAGEMENT ASSOCIATES, INC. By:____________________________________ Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXX. By:______________________ Managing Director 23 Title: SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Number of Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:I

Appears in 1 contract

Samples: Underwriting Agreement (Nuveen Pennsylvania Dividend Advantage Municipal Fund 2)

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York, without reference to choice of law principles thereunder. This Agreement may be signed in various counterparts which together shall constitute one and the same instrument. If signed in counterparts, this This Agreement shall not become be effective unless when, but only when, at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that If the foregoing correctly sets forth our understanding, please indicate your acceptance thereof in the space provided below for that purpose, whereupon this letter and your acceptance shall constitute a binding agreement among the Trust, the Advisor and the Underwriterbetween us. Very truly yours, COLONIAL MUNICIPAL INCOME TRUST EDGE PETROLEUM CORPORATION By:____________________________________ COLONIAL MANAGEMENT ASSOCIATES, INC. By:____________________________________ Confirmed : ----------------------------------- Name: ---------------------------- Title: ---------------------------- CONFIRMED as of the date first above mentioned, on behalf of itself and the other several Underwriters named in Schedule I hereto. SALOXXX XXXXXXX XXXXX XXXNXX XXX& ASSOCIATES, INC. XXXXXXXXX & COMPANY, INC. PRINCIPAL FINANCIAL SECURITIES, INC. By:______________________ Managing Director 23 : XXXXXXX XXXXX & ASSOCIATES, INC. By: --------------------------------- Authorized Representative SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Number of Shares of Municipal Underwriter Preferred ----------- NUMBER OF FIRM NAME SHARES ---- --------- Saloxxx Xxxxxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes Associates, Inc. Xxxxxxxxx & GrayCompany, counsel for the TrustInc. Principal Financial Securities, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:Inc.

Appears in 1 contract

Samples: Edge Petroleum Corp

Applicable Law; Counterparts. This Agreement shall be governed ---------------------------- by and construed in accordance with the laws of the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor Advisers and the Underwriterseveral Underwriters. Very truly yours, COLONIAL BLACKROCK STRATEGIC MUNICIPAL INCOME TRUST By:____________________________________ COLONIAL MANAGEMENT ASSOCIATESBLACKROCK ADVISORS, INC. By:___________________________________ BLACKROCK FINANCIAL MANAGEMENT, INC. By:___________________________________ Confirmed as of the date first above mentionedmentioned on behalf of themselves and the other several Underwriters named in Schedule I hereto. SALOXXX XXXXXXX XXXXX XXXNXX XXXXXXXXX INC. PRUDENTIAL SECURITIES INCORPORATED As Representatives of the Several Underwriters By: XXXXXXX XXXXX BARNEY INC. By:: _________________________ Managing Director 23 SCHEDULE I COLONIAL BLACKROCK STRATEGIC MUNICIPAL INCOME TRUST Underwriter Number of ----------- Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx ------ Xxxxxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:Xxxxxx Inc........................ -- Prudential Securities Incorporated --

Appears in 1 contract

Samples: Underwriting Agreement (Blackrock New Jersey Strategic Municipal Trust)

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor and the Underwriter. Very truly yours, COLONIAL HIGH INCOME MUNICIPAL INCOME TRUST By:____________________________________ : ------------------------------------- COLONIAL MANAGEMENT ASSOCIATES, INC. By:____________________________________ : ------------------------------------- Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXX. By:______________________ : -------------------------------- Managing Director 23 SCHEDULE I COLONIAL HIGH INCOME MUNICIPAL INCOME TRUST Number of Shares of Series W Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 . 2,400 ------- Total 2,400 25 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:

Appears in 1 contract

Samples: Underwriting Agreement (Colonial High Income Municipal Trust)

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to contracts made and to be performed within the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor Company and the Underwriterseveral Underwriters. Very truly yours, COLONIAL MUNICIPAL INCOME HOUSEHOLD CAPITAL TRUST V By:____________________________________ COLONIAL MANAGEMENT ASSOCIATES: ------------------------------------ as Regular Trustee By: ------------------------------------ as Regular Trustee HOUSEHOLD INTERNATIONAL, INC. By:____________________________________ : ------------------------------------ Name: Title: Confirmed as of the date first above mentionedmentioned on behalf of themselves and the other several Underwriters named in Schedule I hereto. SALOXXX XXXXX XXXNXX XXXMerrxxx Xxxcx & Xo. Merrxxx Xxxxx Xxxxxx, Xxnnxx & Xmitx Xxxorporated Morgxx Xxxnxxx & Xo. Incorporated As Representatives of the Underwriters By:______________________ Managing Director 23 : Merrxxx Xxxcx & Xo. Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated By: ----------------------------------- SCHEDULE I COLONIAL MUNICIPAL INCOME HOUSEHOLD CAPITAL TRUST V % Capital Securities ---- Number of Shares of Municipal Underwriter Preferred Capital Securities ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:-------------------- [Name]...................... --------------------

Appears in 1 contract

Samples: Underwriting Agreement (Household International Inc)

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to contracts made and to be performed within the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor Company and the Underwriterseveral Underwriters. Very truly yours, COLONIAL MUNICIPAL INCOME HOUSEHOLD CAPITAL TRUST IV By:____________________________________ COLONIAL MANAGEMENT ASSOCIATES: ------------------------------------ as Regular Trustee By: ------------------------------------ as Regular Trustee HOUSEHOLD INTERNATIONAL, INC. By:____________________________________ : ------------------------------------ Name: Title: Confirmed as of the date first above mentionedmentioned on behalf of themselves and the other several Underwriters named in Schedule I hereto. SALOXXX XXXXX XXXNXX XXXMorgxx Xxxnxxx & Xo. Incorporated [Names of Co-Managers] By:______________________ Managing Director 23 : MORGXX XXXNXXX & XO. INCORPORATED By: ----------------------------------- SCHEDULE I COLONIAL MUNICIPAL INCOME HOUSEHOLD CAPITAL TRUST IV % Trust Preferred Securities ---- Number of Shares of Municipal Underwriter Preferred Securities ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:--------------------

Appears in 1 contract

Samples: Household Capital Trust Iv

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New YorkYork without reference to choice of law principles thereunder. This Agreement may be signed in various counterparts which together shall constitute one and the same instrument. If signed in counterparts, this This Agreement shall not become be effective unless when, but only when, at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End The Company and each of Text] 22 the Underwriters each hereby irrevocably waive any right they may have to a trial by jury in respect to any claim based upon or arising out of this Agreement or the transactions contemplated hereby. Please confirm that the foregoing correctly sets forth the agreement among between the Trust, Company and each of the Advisor and the UnderwriterUnderwriters. Very truly yours, COLONIAL MUNICIPAL INCOME TRUST XXXXXX & XXXXXX GROUP, INC. By:: -------------------------------------------------- Name: Xxxxxxx X. Xxxxxxx Title: President, Chief Financial Officer and Chief Operating Officer CONFIRMED as of the date first above mentioned for itself and as Representative of the other Underwriters named in Schedule I hereto. ThinkEquity Partners LLC By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- EXHIBIT A Form of Skadden, Arps, Slate, Xxxxxxx & Xxxx LLP Opinion SCHEDULE I Name of Underwriter Number of Firm Shares ThinkEquity Partners LLC _________ Punk, Xxxxxx & Company _________ TOTAL ____________________________________ COLONIAL MANAGEMENT ASSOCIATES, INC. By:____________________________________ Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXX. By:______________________ Managing Director 23 SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Number of Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:

Appears in 1 contract

Samples: Harris & Harris Group Inc /Ny/

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to contracts made and to be performed within the State of New York. This Agreement may be signed in various counterparts which that together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor Fund and the UnderwriterAdviser and the several Underwriters. Very truly yours, COLONIAL MUNICIPAL INCOME THE GABELLI UTILITY TRUST By:_____________________________ Name: Title: GABELLI FUNDS, LLC By:_____________________________ COLONIAL MANAGEMENT ASSOCIATESName: Title: Name: above written on behalf of themselves and the other several Underwriters named in Schedule I hereto. MERRILL LYNCH, PIERCE, FENNEX & XXXTH XXCOXXXXXXED XXXXXLI & COMPANY, INC. By:_____By MERRILL LYNCH, PIERCE, FENNEX & XXXXX XXCOXXXXXXED Xy: _______________________________ Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXX. By:______________________ Managing Director 23 Name: Brian Lessig Title: Vxxx Xxxxxxxxt SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Number of Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:THE GABELLI UTILITY TRUST

Appears in 1 contract

Samples: Underwriting Agreement (Gabelli Utility Trust)

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor and the Underwriter. Very truly yours, COLONIAL INVESTMENT GRADE MUNICIPAL INCOME TRUST By:____________________________________ : ------------------------------- COLONIAL MANAGEMENT ASSOCIATES, INC. By:____________________________________ : ------------------------------- Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXX. By:______________________ : ---------------------------------- Managing Director 23 SCHEDULE I COLONIAL INVESTMENT GRADE MUNICIPAL INCOME TRUST Number of Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ......................................... 2,400 ----- Total........................................ 3,600 ----- 24 EXHIBIT A ............................................................ 2,400 FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:

Appears in 1 contract

Samples: Underwriting Agreement (Colonial Investment Grade Municipal Trust)

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Applicable Law; Counterparts. This Agreement shall be governed by and ---------------------------- construed in accordance with the laws of the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor Fund and the UnderwriterManager and the several Underwriters. Very truly yours, COLONIAL NUVEEN GEORGIA DIVIDEND ADVANTAGE MUNICIPAL INCOME TRUST FUND By:: ___________________________ Title: Vice President NUVEEN ADVISORY CORP. By: _____________________________ Title: Vice President 34 Confirmed as of the date first above written on behalf of themselves and the other several Underwriters named in Schedule I hereto. By: XXXXXXX XXXXX XXXXXX INC. NUVEEN INVESTMENTS X.X. XXXXXXX & SONS, INC. PRUDENTIAL SECURITIES INCORPORATED UBS WARBURG LLC FIRST UNION SECURITIES, INC. XXXXXXX XXXXX & ASSOCIATES, INC. WACHOVIA SECURITIES, INC. AS REPRESENTATIVES OF THE SEVERAL UNDERWRITERS By: XXXXXXX XXXXX BARNEY INC. By: ___________________________________ COLONIAL MANAGEMENT ASSOCIATES, INC. By:____________________________________ Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXX. By:______________________ Managing Title: Director 23 SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Name of Underwriters Number of Common Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:-------------------- -----------------------

Appears in 1 contract

Samples: Underwriting Agreement (Nuveen Georgia Dividend Advantage Municipal Fund)

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New YorkDelaware, without reference to choice of law principles thereunder. This Agreement may be signed in various counterparts which together shall constitute one and the same instrument. If signed in counterparts, this This Agreement shall not become 34 be effective unless when, but only when, at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that If the foregoing correctly sets forth our understanding, please indicate your acceptance thereof in the space provided below for that purpose, whereupon this letter and your acceptance shall constitute a binding agreement among the Trust, the Advisor and the Underwriterbetween us. Very truly yours, COLONIAL MUNICIPAL INCOME TRUST SCHUXX XXXEL COMPANY By:______________________________________ COLONIAL MANAGEMENT ASSOCIATESName:____________________________________ Title:___________________________________ CONFIRMED as of the date first above written, on behalf of itself and the several Underwriters named in Schedule I hereto. Principal Financial Securities, Inc. Cruttenden Roth Xxxorporated By: PRINCIPAL FINANCIAL SECURITIES, INC. By:____________________________________ Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXX. By:______________________ Managing Director 23 Authorized Representative 35 SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Number of Shares of Municipal Underwriter Preferred NUMBER OF NAME FIRM SHARES ---- ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & GrayPrincipal Financial Securities, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:Inc. Cruttenden Roth Xxxorporated TOTAL..................................................................2,200,000

Appears in 1 contract

Samples: Underwriting Agreement (Schuff Steel Co)

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to contracts made and to be performed within the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the TrustFund, the Advisor Adviser and the Underwriterseveral Underwriters. Very truly yours, COLONIAL MUNICIPAL INCOME TRUST ROYCE MICRO-CAP TRUST, INC. By:____________________________________ COLONIAL MANAGEMENT : ---------------------------------- ROYCE & ASSOCIATES, INC. By:____________________________________ : ---------------------------------- Confirmed as of the date first above mentionedmentioned on behalf of themselves and the other several Underwriters named in Schedule I hereto. SALOXXX XXXXX XXXNXX XXXXXXXXX INC. PAINEWEBBER INCORPORATED As Representatives of the Several Underwriters By: XXXXX XXXXXX INC. By:______________________ : ---------------------------------- Managing Director 23 SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST ROYCE MICRO-CAP TRUST, INC. Number of Underwriter Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx ---------- Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:Xxxxxx Inc................................

Appears in 1 contract

Samples: Underwriting Agreement (Royce Otc Micro Cap Fund Inc)

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the internal laws of the State of New YorkWisconsin without reference to conflict of law principles thereunder. This Agreement may be signed in various counterparts counterparts, which together shall constitute one and the same instrument. If signed in counterparts, this Agreement and shall not become be effective unless when at least one counterpart hereof shall have been executed and delivered by or on behalf of each party hereto. [End of Text] 22 Please confirm that If the foregoing correctly sets forth is in accordance with your understanding of our agreement, kindly sign and return to us the enclosed duplicates hereof, whereupon it will become a binding agreement among the TrustCompany, the Advisor Selling Shareholder and the Underwriterseveral Underwriters, including the Representatives, all in accordance with its terms. Very truly yours, COLONIAL MUNICIPAL INCOME TRUST By:____________________________________ COLONIAL MANAGEMENT ASSOCIATESROBBINS & MYERS, INC. By:____________________________________ Confirmed : -------------------------------------------- Name: ----------------------------------------- Title: ---------------------------------------- THE SELLING SHAREHOLDER: By: --------------------------------------------- Attorney-in-Fact By: --------------------------------------------- Attorney-in-Fact The foregoing Underwriting Agreement is hereby confirmed and accepted as of the date first above mentionedwritten. SALOXXX XXXXX XXXNXX XXXROBERT W. BAIRD & CO. INCORPORATED MCDONALD INVESTMENTS INC. By:______________________ Managing Director 23 : RXXXXX X. XXXXX & CO. INCORPORATED Acting as Representatives of xxx xxxxxxx Underwriters (including themselves) identified in Schedule II annexed hereto. By: --------------------------------------------- Authorized Representative ROBBINS & MYERS, INC. SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Number of Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM NUMBER OF OPINION FIRM NUMBER OF ROPES & GRAY OPTIONAL SHARES SHARES ------ ------ The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:Company.............................. 1,550,000 300,000 The Selling Shareholder.................. 450,000 0

Appears in 1 contract

Samples: Robbins & Myers Inc

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the TrustFund, the Advisor Adviser, and the Underwriterseveral Underwriters. Very truly yours, COLONIAL NUVEEN MUNICIPAL HIGH INCOME TRUST OPPORTUNITY FUND By:____________________________________ COLONIAL MANAGEMENT ASSOCIATES, INC: ------------------------------------- Title: NUVEEN ADVISORY CORP. By:____________________________________ : ------------------------------------- Title: Confirmed as of the date first above mentionedwritten on behalf of themselves and the other several Under- writers named in Schedule I hereto. SALOXXX XXXXX XXXNXX XXXAS REPRESENTATIVE OF THE SEVERAL UNDERWRITERS X.X. XXXXXXX & SONS, INC. By:______________________ Managing Director 23 : ------------------------------- Title: SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Underwriter Number of Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx ---------------- X.X. Xxxxxxx & Sons, Inc. Wachovia Capital Markets, LLC Nuveen Investments, LLC Xxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 Xxxx Xxxxxx, Incorporated Xxxxxxxxxxx & Co. Inc. Quick & Xxxxxx, Inc., A FleetBoston Financial Company RBC Xxxx Xxxxxxxx, Inc. TD Waterhouse Investor Services, Inc. EXHIBIT A FORM OF OPINION OF ROPES Form of Xxxx Xxxx & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:Xxxxx LLC Opinion

Appears in 1 contract

Samples: Underwriting Agreement (Nuveen Municipal High Income Opportunity Fund)

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to contracts made and to be performed within the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the TrustCompany, the Advisor Selling Stockholders and the Underwriterseveral Underwriters. Very truly yours, COLONIAL MUNICIPAL INCOME TRUST PARTY CITY CORPORATION By:_______________________________________ COLONIAL MANAGEMENT ASSOCIATESStevxx Xxxxxxx, INC. Xxesident Each of the Selling Stockholders named in Schedule I hereto By:_______________________________________ Attorney-in-Fact By_______________________________________ Attorney-in-Fact Confirmed as of the date first above mentionedmentioned on behalf of themselves and the other several Underwriters named in Schedule II hereto. SALOXXX XXXXX XXXNXX SMITX XXXXXX XXX. TUCKXX XXXXXXX XXXORPORATED MORGXX XXXXXX & XOMPANY, INC. 31 As Representatives of the Several Underwriters By SMITX XXXXXX XXX. By:___________________________________________ Managing Director 23 32 SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Number of Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT PARTY CITY CORPORATION Part A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:- Firm Shares

Appears in 1 contract

Samples: Party City Corp

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New YorkFlorida without reference to choice of law principles thereunder. This Agreement may be signed in various counterparts which together shall constitute one and the same instrument. If signed in counterparts, this This Agreement shall not become be effective unless when, but only when, at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End The Company and the Underwriters each hereby irrevocably waive any right they may have to a trial by jury in respect to any claim based upon or arising out of Text] 22 this Agreement or the transactions contemplated hereby. Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor Company and the Underwriterseveral Underwriters. Very truly yours, COLONIAL MUNICIPAL INCOME TRUST By:____________________________________ COLONIAL MANAGEMENT ASSOCIATES, INCCONCORD CAMERA CORP. By:____________________________________ Confirmed : ------------------------------------------- Xxx X. Xxxxxxx Chairman, President and Chief Executive Officer CONFIRMED as of the date first above mentioned, on behalf of itself and the other several Underwriters named in Schedule I hereto. SALOXXX XXXXX XXXNXX XXXXxxxxxx Xxxxx & Associates, Inc., for itself and as Representative of the several Underwriters. By:______________________ Managing Director 23 : ----------------------------- Name: ---------------------- Title: ---------------------- Exhibit A Exhibit B Exhibit C SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Number of Name Firm Shares of Municipal Underwriter Preferred ---- ----------- --------- Saloxxx Xxxxxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY Associates, Inc.......................... The Underwriter shall have received on the Closing Date an opinion of Ropes & GrayXxxxxxxx-Xxxxxxxx Company, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:LLC....................... ----------- TOTAL......................................... ===========

Appears in 1 contract

Samples: Concord Camera Corp

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the internal laws of the State of New YorkWisconsin without reference to conflict of law principles thereunder. This Agreement may be signed in various counterparts which together shall constitute one and the same instrument. If signed in counterparts, this Agreement and shall not become be effective unless when at least one counterpart hereof shall have been executed and delivered by or on behalf of each party hereto. [End of Text] 22 Please confirm that If the foregoing correctly sets forth is in accordance with your understanding of our agreement, kindly sign and return to us the enclosed duplicates hereof, whereupon it will become a binding agreement among the Trust, the Advisor Company and the Underwriterseveral Underwriters, including the Representatives, all in accordance with its terms. Very truly yours, COLONIAL MUNICIPAL INCOME TRUST By:____________________________________ COLONIAL MANAGEMENT LAMALIE ASSOCIATES, INC. By:____________________________________ Confirmed : ------------------------------------- , President ---------------- The foregoing Underwriting Agreement is hereby confirmed and accepted as of the date first above mentionedwritten. SALOXXX ROBEXX X. XXXXX XXXNXX XXX& XO. INCORPORATED WILLXXX XXXXX & XOMPANY, L.L.C. By: ROBEXX X. XXXXX & XO. INCORPORATED Acting as Representatives of the several Underwriters (including themselves) identified in Schedule I annexed hereto. By:______________________ Managing Director 23 : ------------------------------------ Authorized Representative LAMALIE ASSOCIATES, INC. SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Number of Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx NUMBER OF FIRM SHARES TO NAME OF UNDERWRITER BE PURCHASED Robexx X. Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- & Xo. Incorporated......................................... Willxxx Xxxxx & Xompany, L.L.C............................................. Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:.....

Appears in 1 contract

Samples: Lamalie Associates Inc

Applicable Law; Counterparts. This Agreement shall be governed by and --------------------------------- construed in accordance with the laws of the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor Fund and the UnderwriterManager and the several Underwriters. Very truly yours, COLONIAL NUVEEN MASSACHUSETTS DIVIDEND ADVANTAGE MUNICIPAL INCOME TRUST FUND By:: ___________________________ Title: Vice President NUVEEN ADVISORY CORP. By: ___________________________ Title: Vice President 36 Confirmed as of the date first above written on behalf of themselves and the other several Underwriters named in Schedule I hereto. By: XXXXXXX XXXXX XXXXXX INC. NUVEEN INVESTMENTS DEUTSCHE BANC ALEX. XXXXX X.X. XXXXXXX & SONS, INC. PRUDENTIAL SECURITIES INCORPORATED UBS WARBURG LLC XXXXXXX XXXXX & ASSOCIATES, INC. AS REPRESENTATIVES OF THE SEVERAL UNDERWRITERS By: XXXXXXX XXXXX BARNEY INC. By: ___________________________________ COLONIAL MANAGEMENT ASSOCIATES, INC. By:____________________________________ Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXX. By:______________________ Managing Title: Director 23 SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Number of Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:I

Appears in 1 contract

Samples: Underwriting Agreement (Nuveen Massachusetts Dividend Advantage Municipal Fund)

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor Fund and the UnderwriterManager and the several Underwriters. Very truly yours, COLONIAL NUVEEN NORTH CAROLINA DIVIDEND ADVANTAGE MUNICIPAL INCOME TRUST FUND 2 By:: ___________________________ Title: Vice President NUVEEN ADVISORY CORP. By: ___________________________ Title: Vice President Confirmed as of the date first above written on behalf of themselves and the other several Underwriters named in Schedule I hereto. By: XXXXXXX XXXXX XXXXXX INC. NUVEEN INVESTMENTS X.X. XXXXXXX & SONS, INC. PRUDENTIAL SECURITIES INCORPORATED UBS WARBURG LLC FIRST UNION SECURITIES, INC. XXXX XXXXX XXXX XXXXXX, INCORPORATED XXXXXXX XXXXX & ASSOCIATES, INC. AS REPRESENTATIVES OF THE SEVERAL UNDERWRITERS By: XXXXXXX XXXXX BARNEY INC. By: ___________________________________ COLONIAL MANAGEMENT ASSOCIATES, INC. By:____________________________________ Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXX. By:______________________ Managing Title: Director 23 SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Name of Underwriters Number of Common Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:-------------------- -----------------------

Appears in 1 contract

Samples: Nuveen North Carolina Dividend Advantage Municipal Fund 2

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to contracts made and to be performed within the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor Company and the Underwriterseveral Underwriters. Very truly yours, COLONIAL MUNICIPAL INCOME TRUST By:TRAVELERS CAPITAL By ------------------------------------ as Regular Trustee By ------------------------------------ as Regular Trustee TRAVELERS GROUP INC. By ------------------------------------ Name: Title: Confirmed as of the date first above mentioned on behalf of themselves and the other several Underwriters named in Schedule I hereto. XXXXX XXXXXX INC. [Co-Managers] As Representatives of the Several Underwriters By XXXXX XXXXXX INC. By ------------------------------ Managing Director SCHEDULE I TRAVELERS CAPITAL I ____________________% Trust Preferred Securities Number of Firm Underwriters Preferred Securities ------------ -------------------- Xxxxx Xxxxxx Inc. ...................................... ________________ COLONIAL MANAGEMENT ASSOCIATES, INC. By:____________________________________ Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXX. By:______________________ Managing Director 23 SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Number of Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:............................................. ================

Appears in 1 contract

Samples: Travelers Capital Vii

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to contracts made and to be performed within the Sate of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 35 -35- Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor Company and the Underwriterseveral Underwriters. Very truly yours, COLONIAL MUNICIPAL INCOME WALBRO CAPITAL TRUST By:____________________________________ COLONIAL MANAGEMENT ASSOCIATES: WALBRO CORPORATION, INC. as Sponsor By:____________________________________ : ---------------------------------- Name: Lambxxx X. Axxxxxxx Title: Chairman and Chief Executive Officer WALBRO CORPORATION By ---------------------------------- Name: Lambxxx X. Axxxxxxx Title: Chairman and Chief Executive Officer Confirmed as of the date first above mentionedmentioned on behalf of themselves and the other several Underwriters named in Schedule I hereto. SALOXXX XXXXX XXXNXX SMITX XXXXXX XXX. By:______________________ Managing Director 23 INTERSTATE/JOHNXXX XXXE XXXPORATION As Representatives of the Several Underwriters By SMITX XXXXXX XXX. By --------------------------- Name: Title: 36 SCHEDULE I COLONIAL MUNICIPAL INCOME WALBRO CAPITAL TRUST Number of Shares of Municipal Underwriter [ ]% Convertible Trust Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:Securities

Appears in 1 contract

Samples: Walbro Capital Trust

Applicable Law; Counterparts. This Agreement shall be governed by and --------------------------------- construed in accordance with the laws of the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor Fund and the UnderwriterManager and the several Underwriters. Very truly yours, COLONIAL NUVEEN CALIFORNIA DIVIDEND ADVANTAGE MUNICIPAL INCOME TRUST FUND 2 By:: _____________________________ Title: Vice President NUVEEN ADVISORY CORP. By: _____________________________ Title: Vice President Confirmed as of the date first above written on behalf of themselves and the other several Underwriters named in Schedule I hereto. By: XXXXXXX XXXXX XXXXXX INC. NUVEEN INVESTMENTS X.X. XXXXXXX & SONS, INC. PRUDENTIAL SECURITIES INCORPORATED UBS WARBURG LLC XXXXXXX, XXXXXX & CO. FIRST UNION SECURITIES, INC. SUTRO & CO. INCORPORATED WEDBUSH XXXXXX SECURITIES AS REPRESENTATIVES OF THE SEVERAL UNDERWRITERS By: XXXXXXX XXXXX XXXXXX INC. By: ___________________________________ COLONIAL MANAGEMENT ASSOCIATES, INC. By:____________________________________ Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXX. By:______________________ Managing Title: Director 23 SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Name of Underwriters Number of Common Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:-------------------- -----------------------

Appears in 1 contract

Samples: Underwriting Agreement (Nuvven California Dividend Advantage Fund 2)

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the internal laws of the State of New YorkWisconsin without reference to conflict of law principles thereunder. This Agreement may be signed in various counterparts which together shall constitute one and the same instrument. If signed in counterparts, this Agreement and shall not become be effective unless when at least one counterpart hereof shall have been executed and delivered by or on behalf of each party hereto. [End of Text] 22 Please confirm that If the foregoing correctly sets forth is in accordance with your understanding of our agreement, kindly sign and return to us the enclosed duplicates hereof, whereupon it will become a binding -38- 39 agreement among the TrustCompany, each of the Advisor Selling Shareholders and the Underwriterseveral Underwriters, including the Representatives, all in accordance with its terms. Very truly yours, COLONIAL MUNICIPAL INCOME TRUST By:____________________________________ COLONIAL MANAGEMENT ASSOCIATESROMAC INTERNATIONAL, INC. By:____________________________________ Confirmed : ----------------------------------- Davix X. Xxxxxx, Xxesident THE SELLING SHAREHOLDERS: By: ----------------------------------- Attorney-in-Fact The foregoing Underwriting Agreement is hereby confirmed and accepted as of the date first above mentionedwritten. SALOXXX ROBEXX X. XXXXX XXXNXX & XO. INCORPORATED NATIONSBANC MONTXXXXXX XXXURITIES, INC. PRUDENTIAL SECURITIES INCORPORATED SMITX XXXXXX XXX. By:______________________ Managing Director 23 : ROBEXX X. XXXXX & XO. INCORPORATED Acting as Representatives of the several Underwriters (including themselves) identified in Schedule II annexed hereto. By: ------------------------------------------------ Authorized Representative -39- 40 ROMAC INTERNATIONAL, INC. SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Number of Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM NUMBER OF OPINION FIRM NUMBER OF ROPES & GRAY OPTIONAL SHARES SHARES ------- ------ The Underwriter shall have received on the Closing Date an opinion of Ropes & GrayCompany: 4,000,000 631,500 The Selling Shareholders: Davix X. Xxxxxx 200,000 -- Sacred Heart Church 10,000 -- 41 ROMAC INTERNATIONAL, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:INC. SCHEDULE II

Appears in 1 contract

Samples: Romac International Inc

Applicable Law; Counterparts. This Agreement shall be ---------------------------- governed by and construed in accordance with the internal laws of the State of New YorkYork without reference to conflict of law principles thereunder. This Agreement may be signed in various counterparts which together shall constitute one and the same instrument. If signed in counterparts, this Agreement and shall not become be effective unless when at least one counterpart hereof shall have been executed and delivered by or on behalf of each party hereto. [End of Text] 22 Please confirm that If the foregoing correctly sets forth is in accordance with your understanding of our agreement, kindly sign and return to us the enclosed duplicates hereof, whereupon it will become a binding agreement among the TrustCompany, the Advisor Selling Stockholder and the Underwriterseveral Underwriters, including the Representatives, all in accordance with its terms. Very truly yours, COLONIAL MUNICIPAL INCOME TRUST KOALA CORPORATION By: ________________________________ Its: _______________________________ THE SELLING STOCKHOLDER: ROCKMONT CAPITAL LIMITED By:_______________________________ Name:__________________ COLONIAL MANAGEMENT ASSOCIATESTitle:_________________ The foregoing Underwriting Agreement is hereby confirmed and accepted as of the date first above written. XXXXXX GULL XXXXXXX & XxXXXXXX INC. XXXXXX XXXXXXX INCORPORATED XXXXX-XXXXXX CAPITAL GROUP, INC. By: Xxxxxx Gull Xxxxxxx & XxXxxxxx Inc. Acting as Representatives of the several Underwriters (including themselves) identified in Schedule II annexed hereto. By:____________________________________ Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXX. By:______________________ Managing Director 23 SCHEDULE Authorized Representative 38 KOALA CORPORATION Schedule I COLONIAL MUNICIPAL INCOME TRUST Number of Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:----------

Appears in 1 contract

Samples: Underwriting Agreement (Koala Corp /Co/)

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the TrustFund, the Advisor Adviser, the Sub-Adviser and the Underwriterseveral Underwriters. Very truly yours, COLONIAL MUNICIPAL NEUBERGER BERMAN REALTY INCOME TRUST FUND XXX. By:____________________________________ COLONIAL Title: NEUBERGER BERMAN MANAGEMENT ASSOCIATES, INC. By:____________________________________ Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXX. Title: NEUBERGER BERMAN, LLC By:___________________________________ Managing Director 23 Title: Confirmed as of the date first above written on behalf of themselves and the other several Under- writers named in Schedule I hereto. AS REPRESENTATIVE OF THE SEVERAL UNDERWRITERS A.G. EDWARDS & SONS, INC. Xx:___________________________________ Title: SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST Underwriters Number of Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 ------------ ---------------- A.G. Edwards & Sons, Inc. [ ] Total [ ] ===== === 47 EXHIBIT A FORM OF OPINION OF ROPES KIRKPATRICK & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:LOCKHART OPINION

Appears in 1 contract

Samples: Neuberger Berman Realty Income Fund Inc

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 29 Please confirm that the foregoing correctly sets forth the agreement among the Trust, the Advisor and the Underwriter. Very truly yours, COLONIAL CALIFORNIA INSURED MUNICIPAL INCOME TRUST FUND By:____________________________________ COLONIAL MANAGEMENT ASSOCIATES, INC. By:____________________________________ Confirmed as of the date first above mentioned. SALOXXX XXXXX XXXNXX XXX. By:______________________ Managing Director 23 30 SCHEDULE I COLONIAL CALIFORNIA INSURED MUNICIPAL INCOME TRUST FUND Number of Shares of Municipal Underwriter Preferred ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- _________ [Others] _________ Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & Gray, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:_________

Appears in 1 contract

Samples: Colonial California Insured Municipal Fund

Applicable Law; Counterparts. This Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to contracts made and to be performed within the State of New York. This Agreement may be signed in various counterparts which together constitute one and the same instrument. If signed in counterparts, this Agreement shall not become effective unless at least one counterpart hereof shall have been executed and delivered on behalf of each party hereto. [End of Text] 22 Please confirm that the foregoing correctly sets forth the agreement among the TrustCompany, the Advisor Selling Shareholder and the Underwriterseveral Underwriters. Very truly yours, COLONIAL MUNICIPAL INCOME TRUST By:______EDUTREK INTERNATIONAL, INC. By ______________________________ COLONIAL MANAGEMENT ASSOCIATES, INC. By:______Chairman and Chief Executive Officer ATLANTIC EQUITY CORPORATION as the Selling Shareholder named in Schedule I hereto By ______________________________ Attorney-in-Fact Confirmed as of the date first above mentionedmentioned on behalf of themselves and the other several Underwriters named in Schedule II hereto. SALOXXX XXXXX XXXNXX SMITX XXXXXX XXX. THE ROBIXXXX-XXXXXXXX XXXPANY, INC. As Representatives of the Several Underwriters By: SMITX XXXXXX XXX. By:: _____________________________ Managing Director 23 SCHEDULE I COLONIAL MUNICIPAL INCOME TRUST EDUTREK INTERNATIONAL, INC. Number of Selling Shareholder Firm Shares of Municipal Underwriter Preferred ------------------- ----------- --------- Saloxxx Xxxxx Xxxnxx Xxx..................... 3,600 ----- ----- Total........................................ 3,600 ----- 24 EXHIBIT A FORM OF OPINION OF ROPES & GRAY The Underwriter shall have received on the Closing Date an opinion of Ropes & GrayAtlantic Equity Corporation 257,110 SCHEDULE II EDUTREK INTERNATIONAL, counsel for the Trust, dated the Closing Date and addressed to the Underwriter, in form and substance satisfactory to the Underwriter and to the effect that:INC.

Appears in 1 contract

Samples: Edutrek Int Inc

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