WAIVER ------Washington Trust Bancorp Inc • May 10th, 1999 • State commercial banks
Exhibit 8.2 [ADLER POLLOCK & SHEEHAN P.C. LETTERHEAD] May 10, 1999 PierBank, Inc. 730 Kingstown Road South Kingstown, Rhode Island 02879 Re: Merger of PierBank, Inc., with and into The Washington Trust...Washington Trust Bancorp Inc • May 10th, 1999 • State commercial banks
This opinion is delivered to you in our capacity as counsel to PierBank, Inc., a Rhode Island chartered bank ("Bank"), in connection with the treatment for federal income tax purposes of the proposed merger (the "Merger") of Bank, with and into The Washington Trust Company of Westerly, a Rhode Island chartered trust company ("WTC") and a wholly owned subsidiary of Washington Trust Bancorp, Inc., a Rhode Island corporation ("Parent"), pursuant to an Agreement and Plan of Merger (the "Merger Agreement") dated as of February 22, 1999, by and among Parent, WTC and Bank. This opinion relates to the qualification of the proposed Merger as a reorganization within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended (the "Code"), the status of Parent, WTC and Bank as parties to such proposed reorganization within the meaning of Section 368(b) of the Code and, if the Merger is effectuated, the treatment for federal income tax purposes of the stockholders of the Bank wh
