Common use of Opinion of U.S. Counsel for Company Clause in Contracts

Opinion of U.S. Counsel for Company. At the Closing Time, the Underwriters shall have received the favorable opinion, dated as of the Closing Time, of Sxxxxxx & Hxxxxx L.L.C., United States counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, acting reasonably, to the effect set forth in Exhibit B hereto and to such further effect as counsel to the Underwriters may reasonably request. Such counsel may state that they express no opinion as to the Communications Statutes and related matters covered by the opinion of Jxxxxxxx & Bxxxxx referred to in Section 5(f) or as to the laws of any jurisdiction other than U.S. federal laws or the laws of the State of New York. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Company and its subsidiaries and certificates of public officials.

Appears in 2 contracts

Samples: Underwriting Agreement (Shaw Communications Inc), Underwriting Agreement (Shaw Communications Inc)

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Opinion of U.S. Counsel for Company. At the Closing Time, the Underwriters Agents shall have received the favorable favourable opinion, dated as of the Closing TimeDate, of Sxxxxxx Xxxxxxx & Hxxxxx Xxxxxx L.L.C., United States counsel for the Company, in form and substance satisfactory to counsel for the UnderwritersAgents, acting reasonably, to the effect set forth in Exhibit B hereto and to such further effect as counsel to the Underwriters Agents may reasonably request. Such counsel may state that they express no opinion as to the Communications Statutes and related matters covered by the opinion of Jxxxxxxx & Bxxxxx Fasken Xxxxxxxxx XxXxxxxx LLP referred to in Section 5(f) or as to the laws of any jurisdiction other than U.S. federal laws or the laws of the State of New York. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Company and its subsidiaries and certificates of public officials.

Appears in 2 contracts

Samples: Agency Agreement (Shaw Communications Inc), Agency Agreement (Shaw Communications Inc)

Opinion of U.S. Counsel for Company. At the Closing Time, the Underwriters shall have received the favorable favourable opinion, dated as of the Closing TimeDate, of Sxxxxxx Xxxxxxx & Hxxxxx Xxxxxx L.L.C., United States counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, acting reasonably, to the effect set forth in Exhibit B hereto and to such further effect as counsel to the Underwriters may reasonably request. Such counsel may state that they express no opinion as to the Communications Statutes and related matters covered by the opinion of Jxxxxxxx & Bxxxxx Fasken Xxxxxxxxx DuMoulin LLP referred to in Section 5(f) or as to the laws of any jurisdiction other than U.S. federal laws or the laws of the State of New York. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Company and its subsidiaries and certificates of public officials.

Appears in 1 contract

Samples: Underwriting Agreement (Shaw Communications Inc)

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Opinion of U.S. Counsel for Company. At the Closing Time, the Underwriters shall have received the favorable favourable opinion, dated as of the Closing Time, of Sxxxxxx & Hxxxxx L.L.C., United States counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, acting reasonably, to the effect set forth in Exhibit B hereto and to such further effect as counsel to the Underwriters may reasonably request. Such counsel may state that they express no opinion as to the Communications Statutes and related matters covered by the opinion of Jxxxxxxx & Bxxxxx referred to in Section 5(f) or as to the laws of any jurisdiction other than U.S. federal laws or the laws of the State of New York. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Company and its subsidiaries and certificates of public officials.

Appears in 1 contract

Samples: Underwriting Agreement (Shaw Communications Inc)

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