Common use of Opinions of Counsels Clause in Contracts

Opinions of Counsels. Each time the Registration Statement or the Final Supplemented Prospectus is amended or supplemented (other than by means of (x) an amendment or supplement relating solely to the offering of securities other than Common Shares or (y) a Current Report on Form 8-K), including by means of an Annual Report on Form 10-K or a Quarterly Report on Form 10-Q filed with the Commission under the Exchange Act and incorporated or deemed to be incorporated by reference into the Final Supplemented Prospectus, the Company shall as soon as practicable thereafter furnish or cause to be furnished forthwith to the Sales Agent a written opinion and related disclosure letter of Xxxxxxxx Xxxxxxx LLP, counsel to the Company, dated the date of such amendment, supplement or incorporation, as the case may be, and in form reasonably satisfactory to the Sales Agent. In the event that the Registration Statement or the Final Supplemented Prospectus is amended or supplemented by a Current Report on Form 8-K, the Sales Agent may request, within 30 days of the filing of such Current Report on Form 8-K, that the Company furnish, and the Company shall furnish or cause to be furnished, as soon as practicable following such request, a written opinion and related disclosure letter of Xxxxxxxx Xxxxxxx LLP, counsel to the Company, dated the date of its delivery and in form reasonably satisfactory to the Sales Agent. With respect to the foregoing, (i) if such counsel has previously furnished an opinion and related disclosure letter to the effect set forth in Exhibit B hereto to the effect that the Sales Agent may rely on such previously furnished opinion and related disclosure letter of such counsel to the same extent as though it were dated the date of such letter authorizing reliance (except that the statements in such last opinion and related disclosure letter shall be deemed to relate to the Registration Statement and the Final Supplemented Prospectus as amended and supplemented to such date) or (ii) if such counsel has not previously furnished an opinion to the effect set forth in Exhibit B hereto of the same tenor as such an opinion and related disclosure letter of such counsel but modified to relate to the Registration Statement and the Final Supplemented Prospectus as amended and supplemented to such date. In the event the Sales Agent requests an opinion and related disclosure letter as provided above with respect to any Current Report on Form 8-K, the Company shall not be required to deliver such opinion if the Company agrees not to deliver an Issuance Notice until the next date an opinion would otherwise be required pursuant to this Section 4.09. In addition, the Company shall furnish or cause to be furnished to the Sales Agent, in all circumstances and at all times when an opinion of Xxxxxxxx Xxxxxxx LLP is required to be furnished pursuant to this Section 4.09, a written opinion and related disclosure letter of Hunton & Xxxxxxxx LLP, counsel to the Sales Agent dated the date of its delivery and in form reasonably satisfactory to the Sales Agent.

Opinions of Counsels. Each time the Registration Statement or the Final Supplemented Prospectus is amended or supplemented (other than by means of (x) an amendment or supplement relating solely to the offering of securities other than Common Shares or (y) a Current Report on Form 8-K), including by means of an Annual Report on Form 10-K or a Quarterly Report on Form 10-Q filed with the Commission under the Exchange Act and incorporated or deemed to be incorporated by reference into the Final Supplemented Prospectus, the Company shall as soon as practicable thereafter furnish or cause to be furnished forthwith to the Sales Agent a written opinion and related disclosure letter of Xxxxxxxx Xxxxxx Xxxxxxxx Xxxxxxx LLP, counsel to the Company, dated the date of such amendment, supplement or incorporation, as the case may be, and in form reasonably satisfactory to the Sales Agent. In the event that the Registration Statement or the Final Supplemented Prospectus is amended or supplemented by a Current Report on Form 8-K, the Sales Agent may request, within 30 days of the filing of such Current Report on Form 8-K, that the Company furnish, and the Company shall furnish or cause to be furnished, as soon as practicable following such request, a written opinion and related disclosure letter of Xxxxxxxx Xxxxxx Xxxxxxxx Xxxxxxx LLP, counsel to the Company, dated the date of its delivery and in form reasonably satisfactory to the Sales Agent. With respect to the foregoing, (i) if such counsel has previously furnished an opinion and related disclosure letter to the effect set forth in Exhibit B hereto to the effect that the Sales Agent may rely on such previously furnished opinion and related disclosure letter of such counsel to the same extent as though it were dated the date of such letter authorizing reliance (except that the statements in such last opinion and related disclosure letter shall be deemed to relate to the Registration Statement and the Final Supplemented Prospectus as amended and supplemented to such date) or (ii) if such counsel has not previously furnished an opinion to the effect set forth in Exhibit B hereto of the same tenor as such an opinion and related disclosure letter of such counsel but modified to relate to the Registration Statement and the Final Supplemented Prospectus as amended and supplemented to such date. In the event the Sales Agent requests an opinion and related disclosure letter as provided above with respect to any Current Report on Form 8-K, the Company shall not be required to deliver such opinion if the Company agrees not to deliver an Issuance Notice until the next date an opinion would otherwise be required pursuant to this Section 4.09. In addition, the Company shall furnish or cause to be furnished to the Sales Agent, in all circumstances and at all times when an opinion of Xxxxxxxx Xxxxxx Xxxxxxxx Xxxxxxx LLP is required to be furnished pursuant to this Section 4.09, a written opinion and related disclosure letter of Hunton & Xxxxxxxx Xxxxxxx Xxxxx LLP, counsel to the Sales Agent dated the date of its delivery and in form reasonably satisfactory to the Sales Agent.

Opinions of Counsels. Each time the Registration Statement or the Final Supplemented Prospectus is amended or supplemented (other than by means of (x) an amendment or supplement relating solely to the offering of securities other than Common Shares or (y) a Current Report on Form 8-K), including by means of an Annual Report on Form 10-K or a Quarterly Report on Form 10-Q filed with the Commission under the Exchange Act and incorporated or deemed to be incorporated by reference into the Final Supplemented Prospectus, the Company shall as soon as practicable thereafter furnish or cause to be furnished forthwith to the Sales Agent a written opinion and related disclosure letter of Xxxxxxxx Xxxxxxx LLP, counsel to the Company, dated the date of such amendment, supplement or incorporation, as the case may be, and in form reasonably satisfactory to the Sales Agent. In the event that the Registration Statement or the Final Supplemented Prospectus is amended or supplemented by a Current Report on Form 8-K, the Sales Agent may request, within 30 days of the filing of such Current Report on Form 8-K, that the Company furnish, and the Company shall furnish or cause to be furnished, as soon as practicable following such request, a written opinion and related disclosure letter of Xxxxxxxx Xxxxxxx LLP, counsel to the Company, dated the date of its delivery and in form reasonably satisfactory to the Sales Agent. With respect to the foregoing, (i) if such counsel has previously furnished an opinion and related disclosure letter to the effect set forth in Exhibit B hereto to the effect that the Sales Agent may rely on such previously furnished opinion and related disclosure letter of such counsel to the same extent as though it were dated the date of such letter authorizing reliance (except that the statements in such last opinion and related disclosure letter shall be deemed to relate to the Registration Statement and the Final Supplemented Prospectus as amended and supplemented to such date) or (ii) if such counsel has not previously furnished an opinion to the effect set forth in Exhibit B hereto of the same tenor as such an opinion and related disclosure letter of such counsel but modified to relate to the Registration Statement and the Final Supplemented Prospectus as amended and supplemented to such date. In the event the Sales Agent requests an opinion and related disclosure letter as provided above with respect to any Current Report on Form 8-K, the Company shall not be required to deliver such opinion if the Company agrees not to deliver an Issuance Notice until the next date an opinion would otherwise be required pursuant to this Section 4.09. In addition, the Company shall furnish or cause to be furnished to the Sales Agent, in all circumstances and at all times when an opinion of Xxxxxxxx Xxxxxxx LLP is required to be furnished pursuant to this Section 4.09, a written opinion and related disclosure letter of Hunton & Xxxxxxxx Xxxxxxx Xxxxx LLP, counsel to the Sales Agent dated the date of its delivery and in form reasonably satisfactory to the Sales Agent.