Common use of Federal Tax Opinion Clause in Contracts

Federal Tax Opinion. Buyer shall have received the opinion of its counsel, Wxxxxx Cxxxxxx Xxxxxxxxx & Rxxx, LLP, in form and substance reasonably satisfactory to Buyer, dated the Closing Date, substantially to the effect that, on the basis of facts, representations and assumptions set forth in such opinion 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 counsel may require and rely upon customary representations contained in certificates of officers of Seller and Buyer.

Federal Tax Opinion. Buyer shall have received the opinion of its counsel, Wxxxxx Cxxxxxx Xxxxxxxxx & Rxxx, McGuireWoods LLP, in form and substance reasonably satisfactory to Buyer, dated the Closing Date, substantially to the effect that, on the basis of facts, representations and assumptions set forth in such opinion 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 counsel may require and rely upon customary representations contained in certificates of officers of Seller Target and Buyer.

Federal Tax Opinion. Buyer shall have received the opinion of its counsel, Wxxxxx Cxxxxxx Xxxxxxxxx & Rxxx, McGuireWoods LLP, in form and substance reasonably satisfactory to Buyer, dated the Closing Date, substantially to the effect that, on the basis of facts, representations and assumptions set forth in such opinion 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 counsel may require and rely upon customary representations contained in certificates of officers of Seller Target and Buyer.

Federal Tax Opinion. Buyer shall have received the opinion of its counsel, Wxxxxx Cxxxxxx Xxxxxxxxx Cxxxxxxxx & Rxxx, Bxxxxxx LLP, in form and substance reasonably satisfactory to Buyer, dated as of the Closing Date, substantially to the effect that, on the basis of facts, representations and assumptions set forth or referred to in such opinion that are consistent with the state of facts existing at the Effective Timeopinion, the Merger will be treated qualify as a reorganization “reorganization” within the meaning of Section 368(a) of the Code. In rendering such opinion, the counsel may require and rely upon customary representations contained in certificates of officers of Seller Buyer, reasonably satisfactory in form and Buyersubstance to such counsel.

Federal Tax Opinion. Buyer shall have received the written opinion of its counsel, Wxxxxx Cxxxxxx Xxxxxxxxx & Rxxx, LLP, in form and substance reasonably satisfactory to Buyer, dated the Closing DateDate of Xxxxxxxxxx Xxxxxx & Xxxxxxx LLP, the Company’s counsel, substantially to the effect that, on the basis of the law in effect at the Effective Time, and facts, representations and assumptions set forth in such opinion that are consistent with the state of facts existing at the Effective Time, that the Merger will be treated as a reorganization within the meaning of Section 368(a) of the Code. In rendering such opinion, the counsel may require and rely upon customary representations contained in certificates of officers of Seller the Company and Buyer.