Common use of Federal Income Tax Opinion Clause in Contracts

Federal Income Tax Opinion. The Company shall have received an opinion of Xxxxxxx, Xxxxxx & Xxxxxxxx LLP (the "Company's Counsel"), in form and substance reasonably satisfactory to the Company, dated the Effective Date, substantially to the effect that, on the basis of facts, representations and assumptions set forth in such opinion which are consistent with the state of facts existing at the Effective Time, the Merger will be treated as a reorganization within the meaning of Section 368(a) of the Code. In rendering such opinion, the Company's Counsel may require and rely upon representations and covenants, including those contained in certificates of officers of Buyer, the Company and others, reasonably satisfactory in form and substance to such counsel.

Federal Income Tax Opinion. The Company shall have received an opinion of Xxxxxxx, Xxxxxx Sxxxxxxx & Xxxxxxxx Cxxxxxxx LLP (the "“Company's ’s Counsel"”), in form and substance reasonably satisfactory to the Company, dated the Effective Closing Date, substantially to the effect that, that on the basis of facts, representations and assumptions set forth in such opinion which that are consistent with the state of facts existing at the Effective Time, Time the Merger will be treated as a reorganization within the meaning of Section 368(a) of the Code. In rendering such opinion, the Company's ’s Counsel may require and rely upon representations and covenants, including those contained in certificates of officers of BuyerParent, the Company and others, reasonably satisfactory in form and substance to such counsel.

Federal Income Tax Opinion. The Company shall have received an opinion of Xxxxxxx, Winston & Xxxxxx & Xxxxxxxx LLP (the "Company's Counsel"), in form and substance reasonably satisfactory to the Company, dated the Effective Closing Date, substantially to the effect that, on the basis of facts, representations and assumptions set forth in such opinion which that are consistent with the state of facts existing at the Effective Time, the Merger will be treated as a reorganization within the meaning of Section 368(a) of the Code. In rendering such opinion, the Company's Counsel may require and rely upon representations and covenants, including those contained in certificates of officers of BuyerParent, the Company and others, reasonably satisfactory in form and substance to such counsel.