Common use of Subsequent Delivery of Legal Opinions Clause in Contracts

Subsequent Delivery of Legal Opinions. Each time that the Registration Statement or the Prospectus shall be amended or supplemented (except for an amendment or supplement limited to information as to the offering or sale of a particular tranche of Notes) or a new Registration Statement is used by the Company with respect to the Notes, the Company shall furnish or cause to be furnished promptly to the Agents a written opinion of the General Counsel, Corporate Treasury and Assistant Secretary of the Company or other counsel satisfactory to the Agents, dated the date of delivery of such opinion, in form satisfactory to the Agents, of the same tenor as the opinion referred to in Section 5(a) hereof but modified, as necessary, to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such opinion or the new Registration Statement, as the case may be, or, in lieu of such opinion, counsel last furnishing such opinion to the Agents shall furnish the Agents with a letter to the effect that the Agents may rely on such last opinion to the same extent as though it were dated the date of such letter authorizing reliance (except that statements in such last opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such letter authorizing reliance or the new Registration Statement, as the case may be); and

Subsequent Delivery of Legal Opinions. Each time that there is filed with the Registration Statement SEC any Quarterly Report on Form 10-Q or Annual Report on Form 10-K incorporated by reference into the Prospectus shall Prospectus, and otherwise only (i) as may be amended required in connection with a sale pursuant to Section 3(a) or supplemented (except for an amendment or supplement limited to information ii) at such times as to may be reasonably requested by the offering or sale Agents in the event of a particular tranche material change in circumstances in respect of Notes) or a new Registration Statement is used by the Company with respect to the NotesCompany, the Company shall furnish or cause to be furnished forthwith, and in any case promptly upon request, to the Agent(s) and to counsel to the Agents a the written opinion of in-house counsel to the General CounselCompany, Corporate Treasury and Assistant Secretary of the Company or other counsel satisfactory to the AgentsAgent(s), dated the date of delivery filing with the SEC of such opiniondocument, the date requested by the Agent(s) or the date of such sale, as the case may be, in form and substance reasonably satisfactory to the AgentsAgent(s), of including such reductions or limitations as shall be reasonably satisfactory to the same tenor as the opinion referred to in Section 5(a) hereof Agent(s), but modified, as necessary, to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such opinion or the new Registration Statement, as the case may be, or, in lieu of such opinion, counsel last furnishing such opinion to the Agents shall may furnish the Agents Agent(s) with a letter substantially to the effect that the Agents Agent(s) may rely on such last opinion to the same extent as though it were dated the date of such letter authorizing reliance (except that statements in such last opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such letter authorizing reliance or the new Registration Statement, as the case may bereliance); and.

Subsequent Delivery of Legal Opinions. Each time that (i) the Registration Statement or the Prospectus shall be amended or supplemented (except for other than by an amendment or supplement limited to information as providing solely for the determination of the variable terms of the Notes or relating solely to the offering of securities other than the Notes), (ii) (if required in connection with the purchase of Notes from the Operating Partnership by one or sale of more Agents as principal) the Operating Partnership sells Notes to one or more Agents as principal or (iii) the Operating Partnership sells Notes in a particular tranche of Notes) or a new Registration Statement is used form not previously certified to the Agents by the Company with respect to the NotesOperating Partnership, the Company Operating Partnership shall furnish or cause to be furnished promptly forthwith to the Agent(s) and to counsel to the Agents a the written opinion of Xxxxxx & Bird LLP, counsel to the General CounselOperating Partnership, Corporate Treasury and Assistant Secretary of the Company or other counsel satisfactory to the AgentsAgent(s), dated the date of delivery filing with the Commission or the date of effectiveness of such opinionamendment or supplement, as applicable, or the date of such sale, as the case may be, in form and substance satisfactory to the AgentsAgent(s), of the same tenor as the opinion referred to in Section 5(a5(b)(1) hereof hereof, but modified, as necessary, to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such opinion or the new Registration Statement, as the case may be, or, in lieu of such opinion, counsel last furnishing such opinion to the Agents shall furnish the Agents Agent(s) with a letter substantially to the effect that the Agents Agent(s) may rely on such last opinion to the same extent as though it were was dated the date of such letter authorizing reliance (except that statements in such last opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such letter authorizing reliance or the new Registration Statement, as the case may bereliance); and.

Subsequent Delivery of Legal Opinions. Each time that (i) the Registration Statement or the Prospectus shall be amended or supplemented (except for other than by an amendment or supplement limited to information as providing solely for the determination of the variable terms of the Notes or relating solely to the offering of securities other than the Notes), (ii) the Company sells Notes to or sale of through one or more Agents, whether as principal or as agent or (iii) the Company sells Notes in a particular tranche of Notes) or a new Registration Statement is used form not previously certified to the Agents by the Company with respect to the NotesCompany, the Company shall furnish or cause to be furnished promptly forthwith to the Agent(s) and to counsel to the Agents a the written opinion of Robexx Xxxxxxxx, Xxq., counsel to the General CounselCompany, Corporate Treasury and Assistant Secretary of the Company or other counsel satisfactory to the AgentsAgent(s), dated the date of delivery filing with the Commission or the date of effectiveness of such opinionamendment or supplement, as applicable, or the date of such sale, as the case may be, in form and substance satisfactory to the AgentsAgent(s), of the same tenor as the opinion referred to in Section 5(a5(b)(1) hereof hereof, but modified, as necessary, to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such opinion or the new Registration Statement, as the case may be, or, in lieu of such opinion, counsel last furnishing such opinion to the Agents shall furnish the Agents Agent(s) with a letter substantially to the effect that the Agents Agent(s) may rely on such last opinion to the same extent as though it were was dated the date of such letter authorizing reliance (except that statements in such last opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such letter authorizing reliance or the new Registration Statement, as the case may bereliance); and.

Subsequent Delivery of Legal Opinions. Each time that there is filed with the Registration Statement SEC any Quarterly Report on Form 10-Q or Annual Report on Form 10-K incorporated by reference into the Prospectus shall Prospectus, and otherwise only (i) as may be amended required in connection with a sale pursuant to Section 3(a) or supplemented (except for an amendment or supplement limited to information ii) at such times as to may be reasonably requested by the offering or sale Agents in the event of a particular tranche material change in circumstances in respect of Notes) or a new Registration Statement is used by the Company with respect to the NotesCompany, the Company shall furnish or cause to be furnished forthwith, and in any case promptly upon request, to the Agent(s) and to counsel to the Agents a the written opinion of in-house counsel to the General CounselCompany, Corporate Treasury and Assistant Secretary of the Company or other counsel satisfactory to the AgentsAgent(s), dated the date of delivery filing with the SEC of such opiniondocument, the date requested by the Agent(s) or the date of such sale, as the case may be, in form and substance reasonably satisfactory to the AgentsAgent(s), of including such reductions or limitations as shall be reasonably satisfactory to the same tenor as the opinion referred to in Section 5(a) hereof Agent(s), but modified, as necessary, to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such opinion or the new Registration Statement, as the case may be, or, in lieu of such opinion, counsel last furnishing such opinion to the Agents shall furnish the Agents Agent(s) with a letter substantially to the effect that the Agents Agent(s) may rely on such last opinion to the same extent as though it were dated the date of such letter authorizing reliance (except that statements in such last opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such letter authorizing reliance or the new Registration Statement, as the case may bereliance); and.

Subsequent Delivery of Legal Opinions. Each time that there ------------------------------------- is filed with the Registration Statement Commission any Quarterly Report on Form 10-Q or Annual Report on Form 10-K incorporated by reference into the Prospectus shall Prospectus, and otherwise only (i) as may be amended required in connection with a sale pursuant to Section 4(a) or supplemented (except for ii) at such times as may be reasonably requested by an amendment or supplement limited to information as Agent in the event of a material adverse change to the offering business, prospects, properties, financial position or sale results of operations of the Transaction Entities taken as a particular tranche of Notes) or a new Registration Statement is used by the Company with respect to the Noteswhole, the Company Transaction Entities shall furnish or cause to be furnished forthwith, and in any case promptly upon request, to the Agents a and to counsel to the Agents the written opinion of counsel to the General CounselTransaction Entities, Corporate Treasury dated the date of filing with the Commission of such document, the date requested by the Agents or the date of such sale, as the case may be, in form and Assistant Secretary of the Company or other counsel substance reasonably satisfactory to the Agents, dated the date of delivery of including such opinion, in form reductions or limitations as shall be reasonably satisfactory to the Agents, of the same tenor as the opinion referred to in Section 5(a) hereof but modified, as necessary, to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such opinion or the new Registration Statement, as the case may be, or, in lieu of such opinion, counsel last furnishing such opinion to the Agents shall may furnish the Agents with a letter substantially to the effect that the Agents may rely on such last opinion to the same extent as though it were dated the date of such letter authorizing reliance (except that statements in such last opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such letter authorizing reliance or the new Registration Statement, as the case may bereliance); and.

Subsequent Delivery of Legal Opinions. Each time that (i) the Registration Statement or the Prospectus shall be amended or supplemented (except for other than by an amendment or supplement limited to information as providing solely for the determination of the variable terms of the Notes or relating solely to the offering of securities other than the Notes), (ii) (if required in connection with the purchase of Notes from the Operating Partnership by one or sale of more Agents as principal) the Operating Partnership sells Notes to one or more Agents as principal or (iii) the Operating Partnership sells Notes in a particular tranche of Notes) or a new Registration Statement is used form not previously certified to the Agents by the Company with respect to the NotesOperating Partnership, the Company Operating Partnership shall furnish or cause to be furnished promptly forthwith to the Agent(s) and to counsel to the Agents a the written opinion of Xxxx XxXxxxxx & Xxxxx LLP, counsel to the General CounselOperating Partnership, Corporate Treasury and Assistant Secretary of the Company or other counsel satisfactory to the AgentsAgent(s), dated the date of delivery filing with the Commission or the date of effectiveness of such opinionamendment or supplement, as applicable, or the date of such sale, as the case may be, in form and substance satisfactory to the AgentsAgent(s), of the same tenor as the opinion referred to in Section 5(a5(b)(1) hereof hereof, but modified, as necessary, to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such opinion or the new Registration Statement, as the case may be, or, in lieu of such opinion, counsel last furnishing such opinion to the Agents shall furnish the Agents Agent(s) with a letter substantially to the effect that the Agents Agent(s) may rely on such last opinion to the same extent as though it were was dated the date of such letter authorizing reliance (except that statements in such last opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such letter authorizing reliance or the new Registration Statement, as the case may bereliance); and.

Subsequent Delivery of Legal Opinions. Each time that the Registration Statement or the Prospectus shall be amended or supplemented (except for other than by an amendment or supplement limited providing solely for a change in the interest rate or formula applicable to the Notes or a change in the principal amount of Notes remaining to be sold or similar changes), or there is filed with the SEC any document incorporated by reference into the Prospectus (other than a document setting forth or incorporating by reference financial statements or other information as to of and for a fiscal quarter, unless specifically requested by all of the offering or sale of a particular tranche of NotesAgents) or a new Registration Statement is used (if required in connection with the purchase of Notes by one or more Agents as principal) the Company with respect sells Notes to the Notessuch Agent or Agents as principal, the Company and U S WEST shall furnish or cause to be furnished promptly to the Agent(s) and to counsel to the Agents a written opinion of the General Counsel, Corporate Treasury and Assistant Secretary of counsel to the Company or other counsel and U S WEST, satisfactory to the AgentsAgent(s), dated the date of delivery of such opinion, in form satisfactory satisfac-tory to the AgentsAgent(s), of the same tenor as the opinion referred to in Section 5(a5(b)(1) hereof but modified, as necessary, to relate to the Registration Statement and the Prospectus as amended and supplemented supple-mented to the time of delivery of such opinion or the new Registration Statement, as the case may be, or, in lieu of such opinion, counsel last furnishing such opinion to the Agents shall furnish the Agents Agent(s) with a letter to the effect that the Agents Agent(s) may rely on such last opinion to the same extent as though it were was dated the date of such letter authorizing reliance (except that statements in such last opinion shall be deemed to relate to the Registration Registra-tion Statement and the Prospectus as amended and supplemented supple-mented to the time of delivery of such letter authorizing reliance or the new Registration Statement, as the case may bereli-ance); and.

Subsequent Delivery of Legal Opinions. Each time that the Registration Statement or the Prospectus shall be amended or supplemented through the filing of a quarterly report on Form 10-Q or an annual report on Form 10-K or otherwise (except for an amendment or supplement limited to information as to the offering or sale of a particular tranche of Notes) or a new Registration Statement is used by the Company with respect to the Notes, the Company shall furnish or cause to be furnished promptly to the Agents a written opinion of the Associate General Counsel, Corporate Counsel - Treasury and Assistant Secretary of the Company or of such other counsel satisfactory to the Agents, dated the date of delivery of such opinion, in form satisfactory to the Agents, of the same tenor as the opinion referred to in Section 5(a) hereof but modified, as necessary, to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such opinion or the new Registration Statement, as the case may be, or, in lieu of such opinion, counsel last furnishing such opinion to the Agents shall furnish the Agents with a letter to the effect that the Agents may rely on such last opinion to the same extent as though it were dated the date of such letter authorizing reliance (except that statements in such last opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such letter authorizing reliance or the new Registration Statement, as the case may be); and

Subsequent Delivery of Legal Opinions. Each time that Upon the Registration Statement written request of any Agent within 45 days of the Company’s filing with the Commission of any Quarterly Report on Form 10-Q or Annual Report on Form 10-K incorporated by reference into the Prospectus shall and the Time of Sale Prospectus, and otherwise only (i) as required in connection with a sale pursuant to Section 4(a) or (ii) at such times as may be amended or supplemented (except for reasonably requested by an amendment or supplement limited Agent following the occurrence of any event that such Agent reasonably considers to information as be material adverse change to the offering business, prospects, properties, financial position or sale results of a particular tranche operations of Notes) or a new Registration Statement is used by the Company with respect to the Notestaken as a whole, the Company shall furnish or cause to be furnished forthwith, and in any case promptly upon request, to the relevant Agents and to counsel to the Agents a the written opinion opinions of the General Counsel, Corporate Treasury and Assistant Secretary of the Company or other counsel satisfactory to the AgentsCompany, dated the date of delivery filing with the Commission of such opiniondocument, the date of such sale or the date requested by such Agent, as applicable, to the effect of the opinions and statements referred to in Sections 6(a) and 6(b) and in form and substance reasonably satisfactory to the relevant Agents, of which opinions may include such reductions or limitations as shall be reasonably satisfactory to the same tenor as the opinion referred to in Section 5(a) hereof but relevant Agents, and shall be modified, as necessary, to relate to the Registration Statement and the Prospectus and the Time of Sale Prospectus as amended and supplemented to the time of delivery of such opinion or the new Registration Statement, as the case may be, or, in lieu of such opinion, counsel last furnishing such opinion to the relevant Agents shall may furnish the relevant Agents with a letter substantially to the effect that the relevant Agents may rely on such last opinion to the same extent as though it were dated the date of such letter authorizing reliance (except that statements in such last opinion shall be deemed to relate to the Registration Statement and the Prospectus and the Time of Sale Prospectus as amended and supplemented to the time of delivery of such letter authorizing reliance or the new Registration Statement, as the case may bereliance); and.