Common use of Opinion of Counsel for the Borrower Clause in Contracts

Opinion of Counsel for the Borrower. To the Banks and the Administrative Agent Referred to Below c/o Morgan Guaranty Trust Company xx Xxx York, as Administrative Agent 60 Wall Street New York, New Yorx 00000 Xxxxxx xxx Xxxxxxxxx: I am General Counsel and Executive Vice President of Valero Energy Corporation (the "Borrower") and am furnishing this opinion in connection with the Credit Agreement (the "Credit Agreement") dated as of November 1, 1995 among the Borrower, the banks listed on the signature pages thereof, Morgan Guaranty Trust Company of Xxx Xork, as Administrative Agent, and Bank of Montreal, as Syndication Agent and Issuing Bank. Terms defined in the Credit Agreement are used herein as therein defined. This opinion is being rendered to you at the request of my client pursuant to Section 4.01(c) of the Credit Agreement. I have examined originals or copies, certified or otherwise identified to my satisfaction, of such documents, corporate records, certificates of public officials and other instruments and have conducted such other investigations of fact and law as I have deemed necessary or advisable for purposes of this opinion. Upon the basis of the foregoing, I am of the opinion that:

Opinion of Counsel for the Borrower. To the Banks and the Administrative Agent Referred to Below c/o Morgan x Xxxxxx Guaranty Trust Company xx Xxx of New York, as Administrative Agent 60 Wall Street New York00 Xxxx Xxxxxx Xxx Xxxx, New Yorx Xxx Xxxx 00000 Xxxxxx xxx XxxxxxxxxDear Sirs: I am [General Counsel and Executive Vice President Counsel] [Assistant General Counsel] of Valero Energy AT&T Capital Corporation (the "Borrower") ), and am furnishing this opinion as such, have acted as counsel for the Borrower in connection with the $500,000,000 Credit Agreement (the "Credit Agreement") dated as of November 1June 30, 1995 among the Borrower, the banks listed on the signature pages thereof, Morgan thereof and Xxxxxx Guaranty Trust Company of Xxx XorkNew York, as Administrative Agent, and Bank of Montreal, as Syndication Agent and Issuing Bank. Terms defined in the Credit Agreement are used herein as therein defined. This opinion is being rendered to you at the request of my client the Borrower pursuant to Section 4.01(c3.01(b) of the Credit Agreement. I have examined originals or copies, certified or otherwise identified to my satisfaction, of such documents, corporate records, certificates of public officials and other instruments and have conducted such other investigations of fact and law as I have deemed necessary or advisable for purposes of this opinion. Upon the basis of the foregoing, I am of the opinion that:

Opinion of Counsel for the Borrower. To the Banks and the Administrative Agent Referred to Below c/o Morgan x Xxxxxx Guaranty Trust Company xx Xxx of New York, as Administrative Agent 60 Wall Street New York00 Xxxx Xxxxxx Xxx Xxxx, New Yorx Xxx Xxxx 00000 Xxxxxx xxx XxxxxxxxxDear Sirs: I am [General Counsel and Executive Vice President Counsel] [Assistant General Counsel] of Valero Energy AT&T Capital Corporation (the "Borrower") ), and am furnishing this opinion as such, have acted as counsel for the Borrower in connection with the $1,000,000,000 Credit Agreement (the "Credit Agreement") dated as of November 1September 16, 1995 1996 among the Borrower, the banks listed on the signature pages thereof, Morgan thereof and Xxxxxx Guaranty Trust Company of Xxx XorkNew York, as Administrative Agent, and Bank of Montreal, as Syndication Agent and Issuing Bank. Terms defined in the Credit Agreement are used herein as therein defined. This opinion is being rendered to you at the request of my client the Borrower pursuant to Section 4.01(c3.01(d) of the Credit Agreement. I have examined originals or copies, certified or otherwise identified to my satisfaction, of such documents, corporate records, certificates of public officials and other instruments and have conducted such other investigations of fact and law as I have deemed necessary or advisable for purposes of this opinion. Upon the basis of the foregoing, I am of the opinion that:

Opinion of Counsel for the Borrower. To the Banks and the Administrative Agent Referred to Below c/o Morgan x Xxxxxx Guaranty Trust Company xx Xxx of New York, as Administrative Agent 60 Wall Street New York00 Xxxx Xxxxxx Xxx Xxxx, New Yorx Xxx Xxxx 00000 Xxxxxx xxx XxxxxxxxxDear Sirs: I am [General Counsel and Executive Vice President Counsel] [Assistant General Counsel] of Valero Energy AT&T Capital Corporation (the "Borrower") ), and am furnishing this opinion as such, have acted as counsel for the Borrower in connection with the $1,500,000,000 Credit Agreement (the "Credit Agreement") dated as of November 1June 30, 1995 among the Borrower, the banks listed on the signature pages thereof, Morgan thereof and Xxxxxx Guaranty Trust Company of Xxx XorkNew York, as Administrative Agent, and Bank of Montreal, as Syndication Agent and Issuing Bank. Terms defined in the Credit Agreement are used herein as therein defined. This opinion is being rendered to you at the request of my client the Borrower pursuant to Section 4.01(c3.01(b) of the Credit Agreement. I have examined originals or copies, certified or otherwise identified to my satisfaction, of such documents, corporate records, certificates of public officials and other instruments and have conducted such other investigations of fact and law as I have deemed necessary or advisable for purposes of this opinion. Upon the basis of the foregoing, I am of the opinion that: