Opinion and Negative Assurance Letter of Counsel for the Company. Xxxxxx & Xxxxxxx LLP, counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion and negative assurance letter, 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.
Opinion and Negative Assurance Letter of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLP, counsel for the Company, dated as of such date, in form and substance reasonably satisfactory to the Representatives.
Opinion and Negative Assurance Letter of Counsel for the Company. Xxxxxxx Procter LLP, counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion and negative assurance letter, 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, substantially in the form set forth in Annex B hereto.
Opinion and Negative Assurance Letter of Counsel for the Company. The Underwriters shall have received on the First Closing Date and each Option Closing Date, if any, the opinion and negative assurance letter of Dxxxxx & Wxxxxxx LLP, counsel for the Company, in a form reasonably acceptable to the Underwriter.
Opinion and Negative Assurance Letter of Counsel for the Company. The Company shall have requested and caused Xxxxxx & Xxxxxxx LLP, counsel for the Company, to have furnished to the Representatives its opinion and negative assurance letter, dated the Closing Date and addressed to the Representatives. In rendering such opinion, such counsel may rely (A) as to matters involving the application of laws of any jurisdiction other than the State of New York or the federal laws of the United States, to the extent they deem proper and specified in such opinion, upon the opinion of other counsel of good standing whom they believe to be reliable and who are satisfactory to counsel for the Underwriters and (B) as to matters of fact, to the extent they deem proper, on certificates of responsible officers of the Company and public officials. References to the Prospectus in this paragraph (b) shall also include any supplements thereto at the Closing Date.
Opinion and Negative Assurance Letter of Counsel for the Company. (i) Xxxxxx & Xxxxxxx LLP, counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion and negative assurance letter, each, 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, and (ii) Xxxxxxx Xxxxxx, in his capacity as General Counsel to the Company, shall have furnished to the 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.
Opinion and Negative Assurance Letter of Counsel for the Company. On each of the First Closing Date and each Option Closing Date the Representatives shall have received (i) the opinion of Xxxxxxxx & Xxxxxxxx LLP, counsel for the Company, dated as of such date, in the form attached hereto as Exhibit A-1 and (ii) the negative assurance letter of Xxxxxxxx & Xxxxxxxx LLP, counsel for the Company, dated as of such date, in the form attached hereto as Exhibit A-2.
Opinion and Negative Assurance Letter of Counsel for the Company. (i) Wachtell, Lipton, Xxxxx & Xxxx LLP, counsel for the Company, shall have furnished to the Underwriters, at the request of the Company, their written opinion and negative assurance letter, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Underwriters, to the effect set forth in Annex A-1 hereto; and (ii) each of Xxxxx Xxxxx, the General Counsel of the Company, and Xxxxxx Xxxxxx, Corporate Secretary of the Company, shall have furnished to the Underwriters, at the request of the Company, a written opinion, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Underwriters, to the effect set forth in Annex A-2-1 and A-2-2 hereto, respectively.
Opinion and Negative Assurance Letter of Counsel for the Company. At the Closing Time, the Representative shall have received the favorable opinion and negative assurance letter, each dated as of the Closing Time, of Xxxxxx & Xxxxxxx LLP, counsel for the Company, each in form and substance satisfactory to counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters to the effect set forth in Exhibits A-1 and A-2 hereto, respectively, and to such further effect as counsel to the Underwriters may reasonably request.
Opinion and Negative Assurance Letter of Counsel for the Company. (i) Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion and negative assurance letter, 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 A-1 hereto; and (ii) the Chief Legal Officer of the Company shall have furnished to the Representatives, at the request of the Company, a 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 A-2 hereto.
