Common use of Federal Tax Opinion Clause in Contracts

Federal Tax Opinion. Purchaser shall have received the written opinion from Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, counsel to Purchaser (or other counsel reasonably satisfactory to Purchaser), dated as of the Closing Date, and based on the facts, representations, assumptions and exclusions set forth or described in such opinion, to the effect that the Merger will be treated as a reorganization within the meaning of Section 368(a) of the Code. Such counsel shall be entitled to rely upon representation letters from each of Purchaser and the Company, in each case, in form and substance reasonably satisfactory to such counsel. Each such representation letter shall be dated as of the date of such opinion.

Federal Tax Opinion. Purchaser The Company shall have received the a written opinion from Silver, Xxxxxxxx, Taff & Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, counsel to Purchaser the Company (or other counsel reasonably satisfactory to Purchaserthe Company), dated as of the Closing Date, and based on the facts, representations, assumptions and exclusions set forth or described in such opinion, to the effect that the Merger will be treated as a reorganization within the meaning of Section 368(a) of the Code. Such counsel shall be entitled to rely upon representation letters from each of Purchaser Parent, Intermediary and the Company, in each case, in form and substance reasonably satisfactory to such counsel. Each such representation letter shall be dated as of the date of such opinion.

Federal Tax Opinion. Purchaser shall have received the written opinion from Xxxxxxx Xxxxxxx & Xxxxxxxx LLPXxxxxxx, Lawyers PLLC, counsel to Purchaser (or other counsel reasonably satisfactory to Purchaser), dated as of the Closing Date, and based on the facts, representations, assumptions and exclusions set forth or described in such opinion, to the effect that the Merger will be treated as a reorganization within the meaning of Section 368(a) of the Code. Such counsel shall be entitled to rely upon representation letters from each of Purchaser Purchaser, Merger Sub and the Company, in each case, in form and substance reasonably satisfactory to such counsel. Each such representation letter shall be dated as of the date of such opinion.

Federal Tax Opinion. Purchaser The Company shall have received the a written opinion from Xxxxxxx Xxxxxxx Xxxxxxxx, Xxxxx & Xxxxxxxx Xxxxxx LLP, counsel to Purchaser the Company (or other counsel reasonably satisfactory to Purchaserthe Company), dated as of the Closing Date, and based on the facts, representations, assumptions and exclusions set forth or described in such opinion, to the effect that the Merger will be treated as a reorganization within the meaning of Section 368(a) of the Code. Such counsel shall be entitled to rely upon representation letters from each of Purchaser and the Company, in each case, in form and substance reasonably satisfactory to such counsel. Each such representation letter shall be dated as of the date of such opinion.

Federal Tax Opinion. Purchaser The Company shall have received the a written opinion from Xxxxxxx Xxxxxxx & Xxxxxxxx LLPXxxx Xxxxxx, PC, counsel to Purchaser the Company (or other counsel reasonably satisfactory to Purchaserthe Company), dated as of the Closing Date, and based on the facts, representations, assumptions and exclusions set forth or described in such opinion, to the effect that the Merger will be treated as a reorganization within the meaning of Section 368(a) of the Code. Such counsel shall be entitled to rely upon representation letters from each of Purchaser and the Company, in each case, in form and substance reasonably satisfactory to such counsel. Each such representation letter shall be dated as of the date of such opinion.

Federal Tax Opinion. Purchaser The Company shall have received the a written opinion from Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, counsel to Purchaser the Company (or other counsel reasonably satisfactory to Purchaserthe Company), dated as of the Closing Date, and based on the facts, representations, assumptions and exclusions set forth or described in such opinion, to the effect that the Merger will be treated as a reorganization within the meaning of Section 368(a) of the Code. Such counsel shall be entitled to rely upon representation letters from each of Purchaser Purchaser, Merger Sub and the Company, in each case, in form and substance reasonably satisfactory to such counsel. Each such representation letter shall be dated as of the date of such opinion.

Federal Tax Opinion. Purchaser The Company shall have received the a written opinion from Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, counsel to Purchaser the Company (or other counsel reasonably satisfactory to Purchaserthe Company), dated as of the Closing Date, and based on the facts, representations, assumptions and exclusions set forth or described in such opinion, to the effect that the Merger will be treated as a reorganization within the meaning of Section 368(a) of the Code. Such counsel shall be entitled to rely upon representation letters from each of Purchaser Purchaser, Merger Sub and the Company, in each case, in form and substance reasonably satisfactory to such counsel. Each such representation letter shall be dated as of the date of such opinion.. ARTICLE VIII

Federal Tax Opinion. Purchaser The Company shall have received the a written opinion from Xxxxxxx Xxxxxxx Xxxxxxxx & Xxxxxxxx LLP, counsel to Purchaser the Company (or other counsel reasonably satisfactory to Purchaserthe Company), dated as of the Closing Date, and based on the facts, representations, assumptions and exclusions set forth or described in such opinion, to the effect that the Merger will be treated as a reorganization within the meaning of Section 368(a) of the Code. Such counsel shall be entitled to rely upon representation letters from each of Purchaser and the Company, in each case, in form and substance reasonably satisfactory to such counsel. Each such representation letter shall be dated as of the date of such opinion.