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

Opinion of Counsel for the Underwriters. At the Closing Time, the Underwriters shall have received the favorable opinion, dated as of the Closing Time, of Sidley Austin LLP, counsel for the Underwriters, in form and substance satisfactory to the Underwriters. In rendering such opinion, such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel reasonably satisfactory to the Underwriters.

Opinion of Counsel for the Underwriters. At the Closing Time, the Underwriters Representatives shall have received the favorable opinion, dated as of the Closing Time, of Sidley Austin LLPllp, counsel for the Underwriters, in form and substance satisfactory together with signed or reproduced copies of such letter for each of the other Underwriters with respect to such matters as the UnderwritersRepresentatives shall reasonably request. In rendering giving such opinion, opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel reasonably satisfactory to the UnderwritersRepresentatives.

Opinion of Counsel for the Underwriters. At the Closing Time, the Underwriters Representatives shall have received the favorable opinion, dated as of the Closing Time, of Sidley Austin LLP, counsel for the Underwriters, in form and substance satisfactory together with signed or reproduced copies of such letter for each of the other Underwriters with respect to such matters as the UnderwritersRepresentatives shall reasonably request. In rendering giving such opinion, opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel reasonably satisfactory to the UnderwritersRepresentatives.

Opinion of Counsel for the Underwriters. At the Closing Time, the Underwriters shall have received the favorable opinion, dated as of the Closing Time, of Sidley Austin Xxxxxx Xxxxx & Xxxx LLP, counsel for the Underwriters, in form and substance satisfactory to the Underwriters. In rendering such opinion, such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel reasonably satisfactory to the Underwriters.

Opinion of Counsel for the Underwriters. At the Closing TimeDate, the Underwriters shall have received the favorable opinion, dated as of the Closing TimeDate, of Sidley Austin Oxxxxx, Hxxxxxxxxx & Sxxxxxxxx LLP, counsel for the Underwriters, in form and substance satisfactory to the Underwriters. In rendering such opinion, such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel reasonably satisfactory to the Underwriters.

Opinion of Counsel for the Underwriters. At the Closing Time, the Underwriters Representatives shall have received the favorable opinion, dated as of the Closing Time, of Sidley Austin LLPllp, counsel for the Underwriters, in form and substance satisfactory together with signed or reproduced copies of such letter for each of the other Underwriters with respect to such matters as the UnderwritersRepresentatives shall reasonably request. In rendering giving such opinion, opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law securities laws of the United States, upon the opinions of counsel reasonably satisfactory to the UnderwritersRepresentatives.

Opinion of Counsel for the Underwriters. At the Closing TimeDate, the Underwriters shall have received the favorable opinion, dated as of the Closing TimeDate, of Sidley Austin Xxxxxx, Xxxxxxxxxx & Xxxxxxxxx LLP, counsel for the Underwriters, in form and substance satisfactory to the Underwriters. In rendering such opinion, such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel reasonably satisfactory to the Underwriters.

Opinion of Counsel for the Underwriters. At the Closing Time, the Underwriters each Underwriter shall have received the favorable opinionopinions, dated as of the Closing Time, of Sidley Austin LLP, counsel for the Underwriters. Such counsel may also state that, in form and substance satisfactory insofar as such opinion involves factual matters, they have relied, to the Underwriters. In rendering such opinionextent they deem proper, such counsel may rely, as to all matters governed by the laws upon certificates of jurisdictions other than the law officers of the State Underwriters and certificates of New York and the federal law of the United States, upon the opinions of counsel reasonably satisfactory to the Underwriterspublic officials.

Opinion of Counsel for the Underwriters. At the Closing Time, the Underwriters Representative shall have received the favorable opinion, dated as of the Closing Time, of Sidley Austin LLP, counsel for the Underwriters, in form and substance satisfactory together with signed or reproduced copies of such letter for each of the other Underwriters with respect to such matters as the UnderwritersRepresentative shall reasonably request. In rendering giving such opinion, opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel reasonably satisfactory to the UnderwritersRepresentative.

Opinion of Counsel for the Underwriters. At the Closing Time, the Underwriters shall have received the favorable opinion, dated as of the Closing Time, of Sidley Austin Xxxxxx, Xxxxxxxxxx & Xxxxxxxxx LLP, counsel for the Underwriters, in form and substance satisfactory to the Underwriters. In rendering such opinion, such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel reasonably satisfactory to the Underwriters.

Opinion of Counsel for the Underwriters. At the Closing Time, the Underwriters shall have received the favorable opinion, dated as of the Closing Time, of Sidley Austin Xxxxx & Xxxx LLP, counsel for the Underwriters, in form and substance satisfactory to the Underwriters. In rendering such opinion, such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel reasonably satisfactory to the Underwriters.

Opinion of Counsel for the Underwriters. At the Closing Time, the Underwriters shall have received the favorable opinion, dated as of the Closing Time, of Sidley Austin LLPXxxxxx Xxxxx & Xxxx llp, counsel for the Underwriters, in form and substance satisfactory to the Underwriters. In rendering such opinion, such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel reasonably satisfactory to the Underwriters.

Opinion of Counsel for the Underwriters. At the Closing TimeDate, the Underwriters (including in each such Underwriter’s capacity as a TALF Agent) shall have received the favorable opinion, dated as of the Closing TimeDate, of Sidley Austin Xxxxxx, Xxxxxxxxxx & Xxxxxxxxx LLP, counsel for the Underwriters, in form and substance satisfactory to the Underwriters. In rendering such opinion, such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel reasonably satisfactory to the Underwriters.

Opinion of Counsel for the Underwriters. At the Closing TimeDate, the Underwriters shall have received the favorable opinion, dated as of the Closing TimeDate, of Sidley Austin Oxxxxx, Hxxxxxxxxx & Sxxxxxxx LLP, counsel for the Underwriters, in form and substance satisfactory to the Underwriters. In rendering such opinion, such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel reasonably satisfactory to the Underwriters.

Opinion of Counsel for the Underwriters. At the Closing Time, the Underwriters shall have received the favorable opinion, dated as of the Closing Time, of Sidley Austin LLPClifxxxx Xxxnce Rogexx & Xellx XXX, counsel for the Underwriters, in form and substance satisfactory to the Underwriters. In rendering such opinion, such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel reasonably satisfactory to the Underwriters.

Opinion of Counsel for the Underwriters. At the Closing Time, the Underwriters Underwriter shall have received the favorable opinion, dated as of the Closing Time, of Sidley Austin LLP, counsel for the UnderwritersUnderwriter. Such counsel may also state that, in form and substance satisfactory insofar as such opinion involves factual matters, they have relied, to the Underwriters. In rendering such opinionextent they deem proper, such counsel may rely, as to all matters governed by the laws upon certificates of jurisdictions other than the law officers of the State Underwriter and certificates of New York and the federal law of the United States, upon the opinions of counsel reasonably satisfactory to the Underwriterspublic officials.

Opinion of Counsel for the Underwriters. At the Closing Time, the Underwriters shall have received the favorable opinion, dated as of the Closing TimeDate, of Sidley Austin Dechert LLP, counsel for the Underwriters, in form and substance satisfactory to the Underwriters. In rendering such opinion, such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel reasonably satisfactory to the Underwriters.

Opinion of Counsel for the Underwriters. At the Closing Time, the Underwriters shall have received the favorable opinion, dated as of the Closing Time, of Sidley Austin LLP____________, counsel for the Underwriters, in form and substance satisfactory to the Underwriters. In rendering such opinion, such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel reasonably satisfactory to the Underwriters.

Opinion of Counsel for the Underwriters. At the Closing TimeDate, the Underwriters shall have received the favorable opinion, dated as of the Closing TimeDate, of Sidley Austin [Oxxxxx, Hxxxxxxxxx & Sxxxxxxxx LLP], counsel for the Underwriters, in form and substance satisfactory to the Underwriters. In rendering such opinion, such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel reasonably satisfactory to the Underwriters.

Opinion of Counsel for the Underwriters. At the Closing TimeDate, the Underwriters shall have received the favorable opinion, dated as of the Closing TimeDate, of Sidley Austin Orrick, Herrington & Sutcliffe LLP, counsel for the Underwriters, in form and substance satisfactory fxxx xxd xxxxxxxxx satxxxxxxxxx to the Underwriters. In rendering such opinion, such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel reasonably satisfactory to the Underwriters.

Opinion of Counsel for the Underwriters. At the Closing TimeDate, the Underwriters Representative shall have received the favorable opinion, dated as of the Closing TimeDate, of Sidley Austin LLP, counsel for the Underwriters, in form and substance satisfactory to the UnderwritersRepresentative. In rendering such opinion, such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel reasonably satisfactory to the UnderwritersRepresentative.

Opinion of Counsel for the Underwriters. At the Closing Time, the Underwriters shall have received the favorable opinion, dated as of the Closing Time, of Sidley Austin Orrick, Herrington & Sutcliffe LLP, counsel for the Underwriters, in form and substance satisfactory fxxx xxd xxxxxxxxx satxxxxxxxxx to the Underwriters. In rendering such opinion, such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel reasonably satisfactory to the Underwriters.

Opinion of Counsel for the Underwriters. At the Closing Time, the Underwriters shall have received the favorable opinion, dated as of the Closing TimeDate, of Sidley Austin Xxxxxx Xxxxx & Xxxx LLP, counsel for the Underwriters, in form and substance satisfactory to the Underwriters. In rendering such opinion, such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel reasonably satisfactory to the Underwriters.

Opinion of Counsel for the Underwriters. At the Closing TimeDate, the Underwriters Representative shall have received the favorable opinion, dated as of the Closing TimeDate, of Sidley Austin Brown & Wood LLP, counsel for the Underwriters, in form and substance satisfactory to the UnderwritersRepresentative. In rendering such opinion, such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel reasonably satisfactory to the UnderwritersRepresentative.