Common use of Opinion and Negative Assurance of U.S. Counsel for the Underwriters Clause in Contracts

Opinion and Negative Assurance of U.S. Counsel for the Underwriters. Underwriters shall have received from Milbank, Tweed, Hxxxxx & MxXxxx LLP, U.S. counsel for the Underwriters, such opinion or opinions and negative assurance letter, dated the Closing Date and addressed to the Underwriters, with respect to the issuance and sale of the Securities, the Indenture, the Registration Statement, the Time of Sale Information and the Prospectus (as amended or supplemented at the Closing Date) and other related matters as the Underwriters may reasonably require, and the Issuer shall have furnished to such counsel such documents as they reasonably request for the purpose of enabling them to pass upon such matters.

Opinion and Negative Assurance of U.S. Counsel for the Underwriters. Underwriters shall have received from Milbank, Tweed, Hxxxxx & MxXxxx Milbank LLP, U.S. counsel for the Underwriters, such opinion or opinions and negative assurance letter, dated the Closing Date and addressed to the Underwriters, with respect to the issuance and sale of the Securities, the Indenture, the Registration Statement, the Time of Sale Information and the Prospectus (as amended or supplemented at the Closing Date) and other related matters as the Underwriters may reasonably require, and the Issuer shall have furnished to such counsel such documents as they reasonably request for the purpose of enabling them to pass upon such matters.