EXHIBIT 8.1 {Letterhead of Preston Gates & Ellis LLP} September __, 2004 Primus Knowledge Solutions, Inc. 1601 Fifth Avenue, Suite 1900 Seattle, WA 98101 RE: MERGER PURSUANT TO THE AGREEMENT AND PLAN OF MERGER (THE "AGREEMENT") DATED AS OF AUGUST 10,...Merger Agreement • September 8th, 2004 • Art Technology Group Inc • Services-prepackaged software
Contract Type FiledSeptember 8th, 2004 Company Industry
TELECOPIER 513-241-8111 February 11, 2000Merger Agreement • February 11th, 2000 • Peoples Community Bancorp Inc /De/ • National commercial banks
Contract Type FiledFebruary 11th, 2000 Company Industry
Exhibit 8(b) Winthrop, Stimson, Putnam & Roberts One Battery Park Plaza New York, New York 10004-1490 November 10, 1999 SIGCORP, Inc. 20 N.W. Fourth Street Evansville, Indiana 47741-0001 Re: Agreement and Plan of Merger by and among Indiana Energy,...Merger Agreement • November 12th, 1999 • Vectren Corp
Contract Type FiledNovember 12th, 1999 Company
December 16, 1998 PHARMHOUSE CORP. 860 Broadway New York, NY 10003 To the Members of the Board of Directors: We understand that Phar-Mor, Inc., a Pennsylvania corporation (the "Purchaser"), and Pharmacy Acquisition Corp. (the "Merger Subsidiary"), a...Merger Agreement • February 9th, 1999 • Pharmhouse Corp • Retail-drug stores and proprietary stores
Contract Type FiledFebruary 9th, 1999 Company IndustryWe understand that Phar-Mor, Inc., a Pennsylvania corporation (the "Purchaser"), and Pharmacy Acquisition Corp. (the "Merger Subsidiary"), a wholly owned subsidiary of the Purchaser, has offered to enter into an Agreement and Plan of Merger (the "Merger Agreement") with Pharmhouse Corp., a New York corporation (the "Company"), pursuant to which, subject to the terms and conditions set forth therein, the Purchaser will acquire any and all of the issued and outstanding common stock, $0.01 par value, of the Company (the "Common Stock") for $3.25 per share in cash (the "Offer Price") through a transaction in which the Merger Subsidiary will be merged with and into the Company and the issued and outstanding Common Stock will be canceled and extinguished and converted into the right to receive the Offer Price (the "Transaction").
December 16, 1998 PHARMHOUSE CORP. 860 Broadway New York, NY 10003 To the Members of the Board of Directors: We understand that Phar-Mor, Inc., a Pennsylvania corporation (the "Purchaser"), and Pharmacy Acquisition Corp. (the "Merger Subsidiary"), a...Merger Agreement • February 2nd, 1999 • Pharmhouse Corp • Retail-drug stores and proprietary stores
Contract Type FiledFebruary 2nd, 1999 Company IndustryWe understand that Phar-Mor, Inc., a Pennsylvania corporation (the "Purchaser"), and Pharmacy Acquisition Corp. (the "Merger Subsidiary"), a wholly owned subsidiary of the Purchaser, has offered to enter into an Agreement and Plan of Merger (the "Merger Agreement") with Pharmhouse Corp., a New York corporation (the "Company"), pursuant to which, subject to the terms and conditions set forth therein, the Purchaser will acquire any and all of the issued and outstanding common stock, $0.01 par value, of the Company (the "Common Stock") for $3.25 per share in cash (the "Offer Price") through a transaction in which the Merger Subsidiary will be merged with and into the Company and the issued and outstanding Common Stock will be canceled and extinguished and converted into the right to receive the Offer Price (the "Transaction").
EXHIBIT 8 OSBORN MALEDON, P.A. 2929 NORTH CENTRAL AVENUE SUITE 2100 PHOENIX, ARIZONA 85012-2794 NOVEMBER 24, 1997 National Health Enchancement Systems, Inc. 3200 North Central Avenue Suite 1700 Phoenix, Arizona 85012 Ladies and Gentlemen: This opinion...Merger Agreement • November 24th, 1997 • Hbo & Co • Services-computer integrated systems design
Contract Type FiledNovember 24th, 1997 Company Industry
EXHIBIT 8 [HILL & BARLOW LETTERHEAD] NOVEMBER 21, 1997 HPR Inc. 245 First Street Cambridge, Massachusetts 02142 Ladies and Gentlemen: This opinion is being delivered in connection with the Agreement of Merger ("Merger Agreement"), dated as of...Merger Agreement • November 21st, 1997 • Hbo & Co • Services-computer integrated systems design
Contract Type FiledNovember 21st, 1997 Company Industry
EXHIBIT 8 OSBORN MALEDON, P.A. 2929 NORTH CENTRAL AVENUE SUITE 2100 PHOENIX, ARIZONA 85012-2794 , 1997 National Health Enchancement Systems, Inc. 3200 North Central Avenue Suite 1700 Phoenix, Arizona 85012 Ladies and Gentlemen: This opinion is being...Merger Agreement • November 5th, 1997 • Hbo & Co • Services-computer integrated systems design
Contract Type FiledNovember 5th, 1997 Company Industry
October 28, 1997 Re: AGREEMENT AND PLAN OF MERGER DATED AUGUST 23, 1997 BY AND BETWEEN THE PERKIN-ELMER CORPORATION, SEVEN ACQUISITION CORP., AND PERSEPTIVE BIOSYSTEMS, INC. The Perkin-Elmer Corporation 761 Main Avenue Norwalk, CT 06859-0001 Ladies...Merger Agreement • October 28th, 1997 • Perkin Elmer Corp • Laboratory analytical instruments
Contract Type FiledOctober 28th, 1997 Company Industry
DATE]Merger Agreement • December 24th, 1996 • Cabletron Systems Inc • Computer communications equipment
Contract Type FiledDecember 24th, 1996 Company Industry
EXHIBIT 8.2 [WSGR LETTERHEAD] August 25, 1995 Frame Technology Corporation 333 West San Carlos Street San Jose, California 95110 Ladies and Gentlemen: This opinion is being delivered to you pursuant to Section 6.01(f) of the Agreement and Plan of...Merger Agreement • September 21st, 1995 • Adobe Systems Inc • Services-prepackaged software
Contract Type FiledSeptember 21st, 1995 Company Industry