January 12, 2006 Board of Directors Torbay Holdings, Inc. 140 Old Country Road, Suite 205 Mineola, New Yorl 11501 Re: Consulting Agreement, dated as of December 2, 2005, by and between Terry Archer and Torbay Holdings, Inc....Torbay Holdings Inc • January 13th, 2006 • Refrigeration & service industry machinery
Company FiledJanuary 13th, 2006 IndustryWe have acted as counsel for Torbay Holdings, Inc., a Delaware corporation (the "Company") in connection with the registration under the Securities Act of 1933, as amended (the "Act"), of up to 3,000,000 shares of the Company's Common Stock, par value $.0001 per share (the "Common Stock"), which shares of Common Stock are issuable by the Company pursuant to a Consulting Agreement, dated as of December 2, 2005, by and between the Terry Archer and the Company (the "Plan").
Coudert Brothers LLP Letterhead] April 7, 2005 Urstadt Biddle Properties Inc. 321 Railroad Avenue Greenwich, Connecticut 06830 Urstadt Biddle Properties Inc. ------------------------------ Qualification as Real Estate Investment Trust...Urstadt Biddle Properties Inc • April 11th, 2005 • Real estate investment trusts
Company FiledApril 11th, 2005 Industry
August 29, 2001Caminus Corp • August 29th, 2001 • Services-business services, nec
Company FiledAugust 29th, 2001 Industry
May 15, 2000 Amended and Restated Agreement and Plan of ------------------------------------------ Exchange and Merger dated as of September 22, 1999, --------------------------------------------------- as Amended and Restated as of January 7, 2000,...Exelon Corp • May 15th, 2000 • Electric services
Company FiledMay 15th, 2000 Industry
April 17, 2000I2 Technologies Inc • April 18th, 2000 • Services-prepackaged software
Company FiledApril 18th, 2000 Industry
Page 1 January 13, 2000 NetMind Technologies, Inc. 1885 S. Winchester Boulevard First Floor Campbell, CA 95008 Ladies and Gentlemen: This opinion is being delivered to you in connection with (i) the Agreement and Plan of Merger and Reorganization (the...Puma Technology Inc • January 14th, 2000 • Services-prepackaged software
Company FiledJanuary 14th, 2000 Industry
EXHIBIT 8.1 [LETTERHEAD OF BROBECK, PHLEGER & HARRISON LLP] January 3, 2000 Stamps.com Inc. 3420 Ocean Boulevard, Suite 1040 Santa Monica, CA 90405 Ladies and Gentlemen: This opinion is being delivered to you in connection with (i) the Agreement and...Stamps Com Inc • January 7th, 2000 • Retail-catalog & mail-order houses
Company FiledJanuary 7th, 2000 Industry
650 PAGE MILL ROAD PALO ALTO, CALIFORNIA 94304-1050 TELEPHONE 650-493-9300 FACSIMILE 650-493-6811 WWW.WSGR.COMSeagate Technology Inc • September 3rd, 1999 • Computer storage devices
Company FiledSeptember 3rd, 1999 Industry
May 28, 1999I2 Technologies Inc • May 28th, 1999 • Services-prepackaged software
Company FiledMay 28th, 1999 Industry
LAW OFFICES [HASKELL SLAUGHTER & YOUNG, L.L.C. LETTERHEAD]Banc Corp • April 30th, 1999 • State commercial banks
Company FiledApril 30th, 1999 Industry
EXHIBIT 8.2 February 5, 1999 IDT Holdings, Inc. 1150 Bayhill Road San Bruno, CA 94066 Ladies and Gentlemen: This opinion is being delivered to you in connection with (i) the Agreement and Plan of Reorganization and Merger (the "Agreement") dated as of...Identix Inc • February 10th, 1999 • Services-computer integrated systems design
Company FiledFebruary 10th, 1999 Industry
December 18, 1998Medtronic Inc • December 18th, 1998 • Electromedical & electrotherapeutic apparatus
Company FiledDecember 18th, 1998 IndustryRE: Agreement and Plan of Merger by and among Medtronic, Inc., MAV Merger Corp., and Arterial Vascular Engineering, Inc. dated as of November 29, 1998
CHOATE, HALL & STEWART A PARTNERSHIP INCLUDING PROFESSIONAL CORPORATIONS EXCHANGE PLACE 53 STATE STREET BOSTON, MASSACHUSETTS 02109-2891 TELEPHONE (617) 248-5000 FACSIMILE (617) 248-4000 August 25, 1998Sycamore Park Convalescent Hospital • August 25th, 1998 • Services-skilled nursing care facilities
Company FiledAugust 25th, 1998 IndustryYou have requested our opinion regarding the discussion of the material United States federal income tax considerations under the heading "Material Federal Income Tax Consequences" in the Prospectus (the "Prospectus") included in the Registration Statement on Form S-4, File No. 333-57279 (as amended, the "Registration Statement"), filed by Fountain View, Inc., a Delaware corporation (the "Company') on August 5, 1998 with the Securities and Exchange Commission (the "Commission") under the Securities Act of 1933, as amended (the "Securities Act"). The Prospectus relates to the offer, made by the Company, to exchange an aggregate amount at maturity of up to $120,000,000 of the 11 1/4% Senior Subordinated Notes Due 2008 of the Company (the "Exchange Notes") for a like principal amount of the Company's issued and outstanding 11 1/4% Senior Subordinated Notes Due 2008, previously sold pursuant to Rule 144A (the "Outstanding Notes"). This opinion is delivered in accordance with the requiremen
1 EXHIBIT 8.1 ----------- [ALSTON & BIRD LLP LETTERHEAD] Philip C. Cook Direct Dial: 404-881-7491 E-mail: pcook@alston.com May 26, 1998 Union Planters Corporation 7130 Goodlett Farms Parkway Memphis, Tennessee Re: PROPOSED AGREEMENT AND PLAN OF MERGER...Union Planters Corp • May 26th, 1998 • National commercial banks
Company FiledMay 26th, 1998 Industry
1 EXHIBIT 8.1 ----------- [ALSTON & BIRD LLP LETTERHEAD] Philip C. Cook Direct Dial: 404-881-7491 E-mail: pcook@alston.com May __, 1998 Union Planters Corporation 7130 Goodlett Farms Parkway Memphis, Tennessee Re: PROPOSED AGREEMENT AND PLAN OF MERGER...Union Planters Corp • May 19th, 1998 • National commercial banks
Company FiledMay 19th, 1998 Industry
April 11, 1997 Re: Amended and Restated Agreement and Plan of Merger Dated as of April 10, 1997 between Morgan Stanley Group Inc. and Dean Witter, Discover & Co. ------------------------------------------------- Morgan Stanley Group Inc. 1585 Broadway...Dean Witter Discover & Co • April 11th, 1997 • Asset-backed securities
Company FiledApril 11th, 1997 IndustryRe: Amended and Restated Agreement and Plan of Merger Dated as of April 10, 1997 between Morgan Stanley Group Inc. and Dean Witter, Discover & Co. -------------------------------------------------
March 4, 1997FNB Corp/Pa • March 6th, 1997 • National commercial banks
Company FiledMarch 6th, 1997 Industry
October 1, 1996 Infinity Broadcasting Corporation 600 Madison Avenue New York, New York 10022 Agreement and Plan of Merger, dated as of June 20, 1996, among Westinghouse Electric Corporation, R Acquisition Corp. and Infinity Broadcasting Corporation...Westinghouse Electric Corp • October 1st, 1996 • Engines & turbines
Company FiledOctober 1st, 1996 Industry