Opinion of United States Counsel for the Company. The Purchasers shall have received an opinion, dated such Closing Date, of Xxxxxx Xxxxxxxx Xxxxx & Xxxxxxxx, United States counsel for the Company, addressed to the Purchasers in the form as the Purchasers may reasonably request.
Opinion of United States Counsel for the Company. The Representatives shall have received the opinions and disclosure letter, dated such Closing Date, of Skadden, Arps, Slate, Xxxxxxx & Xxxx LLP, United States counsel for the Company, dated the Closing Date, in form and substance satisfactory to the Representatives.
Opinion of United States Counsel for the Company. On each of the First Closing Date and each Option Closing Date the Representatives shall have received the opinion of Xxxxxx Xxxxxx Xxxxxxxxx Xxxx and Xxxx LLP, counsel for the Company, dated as of such date, in the form attached hereto as Exhibit A and to such further effect as the Representatives shall reasonably request.
Opinion of United States Counsel for the Company. The Company shall have requested and caused Xxxxxxxx Xxxxxx, U.S. counsel for the Company, to have furnished to the Representative its opinion, dated the Closing Date and addressed to the Representative in form attached hereto as Exhibit C. 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 (C) shall also include any supplements thereto at the Closing Date.
Opinion of United States Counsel for the Company. The Representatives and the Depositary shall have received an opinion or opinions from Goulston & Storrs, P.C., United States counsel for the Company, dated such Closing Date, in form and substance satisfactory to the Representatives, substantially to the effect set forth in Exhibit A hereto.
Opinion of United States Counsel for the Company. At the Closing Time, the Representative shall have received the favorable opinion, dated as of such date, of Skadden, Arps, Slate, Xxxxxxx & Xxxx LLP, United States counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, acting reasonably, together with signed or reproduced copies of such opinions for each of the Underwriters to the effect set forth in Exhibit B. Such counsel may also state that, insofar as such opinions involve factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Company and the Subsidiaries and certificates of public officials.
Opinion of United States Counsel for the Company. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Skadden, Arps, Slate, Mxxxxxx & Fxxx LLP, United States counsel for the Company, 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.
Opinion of United States Counsel for the Company. The Representatives shall have received an opinion or opinions from Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, United States counsel for the Company, dated such Closing Date, in form and substance satisfactory to the Representatives, substantially to the effect set forth in Exhibit A hereto.
Opinion of United States Counsel for the Company. Milbank, Tweed, Xxxxxx & XxXxxx LLP, United States counsel for the Company, shall have furnished to the Representative, at the request of the Company, their written opinion, dated the Closing Date and addressed to the Underwriters, substantially to the effect set forth in Annex B hereto.
Opinion of United States Counsel for the Company. You shall have received on the First Closing Date, or the Second Closing Date, as the case may be, an opinion of Howard, Rice, Nemerovski, Canady, Xxxx & Rabkin, A Professional Corporation, U.S. counsel for the Company substantially in the form attached hereto as Exhibit B, dated the First Closing Date, or the Second --------- Closing Date, addressed to the Underwriters and with reproduced copies or signed counterparts thereof for each of the Underwriters. Counsel rendering the opinion contained in Exhibit B may rely as to --------- questions of law not involving the laws of the United States or the State of California upon opinions of local counsel, and as to questions of fact upon representations or certificates of officers of the Company, and of government officials, in which case their opinion is to state that they are so relying and that they have no knowledge of any material misstatement or inaccuracy in any such opinion, representation or certificate. Copies of any opinion, representation or certificate so relied upon shall be delivered to you, as Representatives of the Underwriters, and to Underwriters' counsel.
