Common use of Opinion and 10b-5 Statement of Counsel for the Company Clause in Contracts

Opinion and 10b-5 Statement of Counsel for the Company. Xxxxxxx Head & Xxxxxxx LLP, counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion and 10b-5 Statement, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-1 hereto. Xxxxx X. Xxxxxxx, Senior Vice President and Chief Legal Officer of the Company shall have furnished to the Representatives, at the request of the Company, his written opinion, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-2 hereto.

Opinion and 10b-5 Statement of Counsel for the Company. Xxxxxxx Head (i) Xxxxxx & Xxxxxxx LLP, counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion and 10b-5 Statementstatement, dated the Closing Date or the Additional Closing Date, as the case may be, and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-1 hereto. Xxxxx A-1 hereto and (ii) Xxxxxxx X. XxxxxxxXxxx, Senior Vice President and Chief Legal Officer of general counsel for the Company Company, shall have furnished to the Representatives, at the request of the Company, his written opinion, dated the Closing Date or the Additional Closing Date, as the case may be, and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-2 A-2 hereto.

Opinion and 10b-5 Statement of Counsel for the Company. Xxxxxxx Head (i) Xxxxxx & Xxxxxxx LLP, counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion and 10b-5 Statementstatement, dated the Closing Date or the Additional Closing Date, as the case may be, and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-1 hereto. A-1 hereto and (ii) Xxxxx X. XxxxxxxXxxxx, Senior Vice President and Chief Legal Officer of XX, general counsel for the Company Company, shall have furnished to the Representatives, at the request of the Company, his written opinion, dated the Closing Date or the Additional Closing Date, as the case may be, and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-2 A-2 hereto.

Opinion and 10b-5 Statement of Counsel for the Company. Xxxxxxx Head & Xxxxxxx LLPXxxxx Day, counsel for the Company, shall have furnished to the RepresentativesRepresentative, at the request of the Company, their written opinion and (including a 10b-5 Statementstatement), dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the RepresentativesRepresentative, to substantially in the effect set forth in form attached as Annex B-1 A-1 hereto. Xxxxx X. XxxxxxxXxxxxx Xxxxx, Senior Vice President and Chief Legal Officer of General Counsel for the Company Company, shall have furnished to the RepresentativesRepresentative, at the request of the Company, his written opinion, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the RepresentativesRepresentative, to substantially in the effect set forth in form attached as Annex B-2 A-2 hereto.

Opinion and 10b-5 Statement of Counsel for the Company. Xxxxxxx Head Xxxxx Xxxx & Xxxxxxx Xxxxxxxx LLP, counsel for the Company, shall have furnished to the RepresentativesRepresentative, at the request of the Company, their written opinion and 10b-5 Statement, Statement dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the RepresentativesRepresentative, to the effect set forth in Annex B-1 and Annex B-2 hereto. Xxxxx X. Xxxxxxx, Senior Vice President and Chief Legal Officer Internal counsel of the Company shall have furnished to the Representatives, at the request of the Company, Representative his or her written opinion, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the RepresentativesRepresentative, to the effect set forth in Annex B-2 C hereto.

Opinion and 10b-5 Statement of Counsel for the Company. Xxxxxxx Head (i) Xxxxxx Xxxxxx & Xxxxxxx LLP, counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their its written opinion and 10b-5 Statement, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-1 hereto. Xxxxx A-1 hereto and (ii) Xxxx X. XxxxxxxAmsterdam, Senior Vice President and Chief Legal Officer of General Counsel for the Company Company, shall have furnished to the Representatives, at the request of the Company, his written opinion, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-2 A-2 hereto.

Opinion and 10b-5 Statement of Counsel for the Company. Xxxxxxx Head & Xxxxxxx LLP(i) Xxxxx Day, counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion and 10b-5 Statementstatement, dated the Closing Date or the Additional Closing Date, as the case may be, and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-1 hereto. and (ii) Xxxxx X. XxxxxxxXxxxxx, Senior Executive Vice President and President, Chief Legal Officer & Secretary of the Company Company, shall have furnished to the Representatives, at the request of the Company, Representatives his written opinion, dated the Closing Date or the Additional Closing Date, as the case may be, and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-2 hereto.

Opinion and 10b-5 Statement of Counsel for the Company. Xxxxxxx Head & Xxxxxxx (i) Xxxxxx and Xxxxx LLP, counsel for the Company, shall have furnished to the RepresentativesRepresentative, at the request of the Company, their written opinion and 10b-5 Statement, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the RepresentativesRepresentative, substantially to the effect set forth in Annex B-1 hereto. Xxxxx D hereto and (ii) Xxxxxxx X. XxxxxxxBoeing, Senior Vice President and Chief Legal Officer of general counsel for the Company Company, shall have furnished to the RepresentativesRepresentative, at the request of the Company, his written opinion, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the RepresentativesRepresentative, substantially to the effect set forth in Annex B-2 E hereto.

Opinion and 10b-5 Statement of Counsel for the Company. Xxxxxxx Head & Xxxxxxx LLP(i) Xxxxx Day, counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion and 10b-5 Statementstatement, dated the Closing Date or the Additional Closing Date, as the case may be, and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-1 hereto. and (ii) Xxxxx X. XxxxxxxXxxxxx, Senior Executive Vice President and President, Chief Legal Officer and Secretary of the Company Company, shall have furnished to the Representatives, at the request of the Company, Representatives his written opinion, dated the Closing Date or the Additional Closing Date, as the case may be, and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-2 hereto.

Opinion and 10b-5 Statement of Counsel for the Company. Xxxxxxx Head & Xxxxxxx LLP, counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion and 10b-5 Statement, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-1 hereto. Xxxxx X. XxxxxxxH. Xxxxxx Xxxx, Senior Vice President and Chief Legal Officer Associate General Counsel of the Company shall have furnished to the Representatives, at the request of the Company, his written opinion, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-2 hereto.

Opinion and 10b-5 Statement of Counsel for the Company. Xxxxxxx Head Drinker Xxxxxx & Xxxxxxx Xxxxx LLP, counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion and 10b-5 Statement, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-1 A-1 hereto. Xxxxx ; and (ii) Xxxx X. XxxxxxxXxxx, Senior Vice President Director — M&A, Securities and Chief Legal Officer Corporate of the Company Company, shall have furnished to the Representatives, at the request of the Company, his written opinion, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-2 A-2 hereto.

Opinion and 10b-5 Statement of Counsel for the Company. Xxxxxxx Head (i) Wachtell, Lipton, Xxxxx & Xxxxxxx LLPXxxx, counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion and 10b-5 Statementstatement, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-1 Exhibit A-1 hereto. Xxxxx X. Xxxxxxx, Senior Vice President and Chief Legal Officer of . (ii) Internal Counsel to the Company reasonably acceptable to the Representatives shall have furnished to the Representatives, at the request of the Company, his Representatives her written opinionopinion and 10b-5 statement, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-2 Exhibit A-2 hereto.

Opinion and 10b-5 Statement of Counsel for the Company. Xxxxxxx Head & Xxxxxxx LLP, counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion and 10b-5 Statement, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-1 hereto. Xxxxx X. XxxxxxxH. Xxxxxx Xxxx, Senior Vice President and Chief Legal Officer Assistant General Counsel of the Company shall have furnished to the Representatives, at the request of the Company, his written opinion, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-2 hereto.

Opinion and 10b-5 Statement of Counsel for the Company. Xxxxxxx Head (i) Xxxxxx Xxxxxx & Xxxxxxx LLPllp, counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their its written opinion and 10b-5 Statement, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-1 hereto. Xxxxx A-1 hereto and (ii) Xxxx X. XxxxxxxAmsterdam, Senior Vice President and Chief Legal Officer of General Counsel for the Company Company, shall have furnished to the Representatives, at the request of the Company, his written opinion, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-2 A-2 hereto.

Opinion and 10b-5 Statement of Counsel for the Company. Xxxxxxx Head & Xxxxxxx LLPXxxxx Day, counsel for the Company, shall have furnished to the RepresentativesRepresentative, at the request of the Company, their written opinion and (including a 10b-5 Statementstatement), dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the RepresentativesRepresentative, to substantially in the effect set forth in form attached as Annex B-1 A-1 hereto. Xxxxxxxx Xxxxx X. XxxxxxxXxxxxxxxx, Senior Vice President and Chief Legal Officer of and Executive Vice President, Regulatory and Government Affairs for the Company Company, shall have furnished to the RepresentativesRepresentative, at the request of the Company, his her written opinion, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the RepresentativesRepresentative, to substantially in the effect set forth in form attached as Annex B-2 A-2 hereto.

Opinion and 10b-5 Statement of Counsel for the Company. Xxxxxxx Head & Xxxxxxx LLPXxxxx Day, counsel for the Company, shall have furnished to the RepresentativesRepresentative, at the request of the Company, their written opinion and 10b-5 Statement, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the RepresentativesRepresentative, to substantially in the effect set forth in form attached as Annex B-1 A-1 hereto. Xxxxx Xxxxxx X. XxxxxxxXxxxxxxx, Senior Vice President President, General Counsel and Chief Legal Officer of Secretary for the Company Company, shall have furnished to the RepresentativesRepresentative, at the request of the Company, his her written opinionopinion and 10b-5 Statement, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the RepresentativesRepresentative, to substantially in the effect set forth in form attached as Annex B-2 A-2 hereto.

Opinion and 10b-5 Statement of Counsel for the Company. Xxxxxxx Head & Xxxxxxx LLP(i) Jxxxx Day, counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion and 10b-5 Statementstatement, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-1 B hereto. Xxxxx X. Xxxxxxx, Senior Vice President and Chief Legal Officer of the Company (ii) Cxxxxxx Xxxxxxxxx, General Counsel—Corporate Affairs & Secretary, shall have furnished to the Representatives, at the request of the Company, his Representatives her written opinion, dated the Closing Date Date, and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-2 C hereto.

Opinion and 10b-5 Statement of Counsel for the Company. Xxxxxxx Head & Xxxxxxx (i) Xxxxxxxx Xxxx LLP, counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion and 10b-5 Statement, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-1 hereto. Xxxxx A-1 hereto and (ii) Xxxxxx X. XxxxxxxXxxxxx, Senior Vice President and Chief Legal Officer Esq., General Counsel of the Company Company, shall have furnished to the Representatives, at the request of the Company, his written opinion, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-2 A-2 hereto.

Opinion and 10b-5 Statement of Counsel for the Company. Xxxxxxx Head (i) Wachtell, Lipton, Xxxxx & Xxxxxxx LLPXxxx, counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion and 10b-5 Statementstatement, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-1 Exhibit A-1 hereto. Xxxxx X. Xxxxxxx, Senior Vice President and Chief Legal Officer . (ii) The Assistant General Counsel of the Company shall have furnished to the Representatives, at the request of the Company, Representatives his written opinionopinion and 10b-5 statement, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-2 Exhibit A-2 hereto.

Opinion and 10b-5 Statement of Counsel for the Company. Xxxxxxx Head & Xxxxxxx LLP, counsel for the Company, shall have furnished to the RepresentativesRepresentative, at the request of the Company, their written opinion and 10b-5 Statement, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the RepresentativesRepresentative, to the effect set forth in Annex B-1 hereto. Xxxxx X. Xxxxxxx, Senior Vice President and Chief Legal Officer of the Company shall have furnished to the RepresentativesRepresentative, at the request of the Company, his written opinion, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the RepresentativesRepresentative, to the effect set forth in Annex B-2 hereto.

Opinion and 10b-5 Statement of Counsel for the Company. Xxxxxxx Head & Xxxxxxx LLPXxxxx Day, counsel for the Company, shall have furnished to the RepresentativesRepresentative, at the request of the Company, their written opinion and 10b-5 Statement, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the RepresentativesRepresentative, to substantially in the effect set forth in form attached as Annex B-1 A-1 hereto. Xxxxx Xxxxxx X. XxxxxxxXxxxxxxx, Senior Vice President President, General Counsel and Chief Legal Officer of Secretary for the Company Company, shall have furnished to the RepresentativesRepresentative, at the request of the Company, his her written opinion, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the RepresentativesRepresentative, to substantially in the effect set forth in form attached as Annex B-2 A-2 hereto.

Opinion and 10b-5 Statement of Counsel for the Company. Xxxxxxx Head & Xxxxxxx (i) Xxxxxxxx Xxxx LLP, counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion and 10b-5 Statement, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-1 heretoA-1 hereto and (ii) Xxxxxxx X. Xxxx, Esq. Xxxxx X. Xxxxxxx, Senior Vice President and Chief Legal Officer General Counsel of the Company Company, shall have furnished to the Representatives, at the request of the Company, his written opinion, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-2 A-2 hereto.

Opinion and 10b-5 Statement of Counsel for the Company. Xxxxxxx Head & Xxxxxxx (1) Xxxxxx and Xxxxx, LLP, counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion and 10b-5 Statement, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-1 hereto. B hereto and (2) Xxxxx X. XxxxxxxXxxxxxxxxx, Senior Vice President President, Associate General Counsel and Chief Legal Officer Secretary of the Company Company, shall have furnished to the Representatives, at the request of the Company, his written opinion, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex B-2 C hereto.

Opinion and 10b-5 Statement of Counsel for the Company. Xxxxxxx Head & Xxxxxxx LLPJxxxx Day, counsel for the Company, shall have furnished to the RepresentativesRepresentative, at the request of the Company, their written opinion and (including a 10b-5 Statementstatement), dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the RepresentativesRepresentative, to substantially in the effect set forth in form attached as Annex B-1 A-1 hereto. Xxxxx X. XxxxxxxAxxxxx Xxxxx, Senior Vice President and Chief Legal Officer of General Counsel for the Company Company, shall have furnished to the RepresentativesRepresentative, at the request of the Company, his written opinion, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the RepresentativesRepresentative, to substantially in the effect set forth in form attached as Annex B-2 A-2 hereto.