Opinion and 10b-5 Statement of U.S. Counsel for the Company. Ellenoff Xxxxxxxx & Schole LLP, counsel for the Company, shall have furnished to the Representative, at the request of the Company, their written opinion and 10b-5 statement, dated the Closing Date or the Additional Closing Date, as the case may be, and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative.
Opinion and 10b-5 Statement of U.S. Counsel for the Company. White & Case LLP, U.S. counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion and 10b-5 statement, dated the Closing Date or the Additional Closing Date, as the case may be, and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives.
Opinion and 10b-5 Statement of U.S. Counsel for the Company. Skadden, Arps, Slate, Xxxxxxx & Xxxx LLP, U.S. counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion and 10b-5 statement, dated the Closing Date or the Additional Closing Date, as the case may be, and addressed to the Underwriters, substantially in form and substance set forth in Annex C-1 hereto.
Opinion and 10b-5 Statement of U.S. Counsel for the Company. Xxxx, Weiss, Rifkind, Xxxxxxx & Xxxxxxxx LLP, U.S. counsel for the Company, shall have furnished to the Representative, at the request of the Company, their written opinion and 10b-5 statement, dated the Closing Date and addressed to the Initial Purchasers, in form and substance reasonably satisfactory to the Representative, to the effect set forth in Annex D hereto.
Opinion and 10b-5 Statement of U.S. Counsel for the Company and Carnival plc. Pxxx, Weiss, Rifkind, Wxxxxxx & Gxxxxxxx LLP, U.S. counsel for the Company and Carnival plc, shall have furnished to the Underwriter, at the request of the Company and Carnival plc, its written opinion and 10b-5 statement, dated the Closing Date or the Additional Closing Date, as the case may be, and addressed to the Underwriter, in form and substance reasonably satisfactory to the Underwriter.
Opinion and 10b-5 Statement of U.S. Counsel for the Company. Winston & Sxxxxx LLP, counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion and 10b-5 statement, dated the Closing Date or the Additional Closing Date, as the case may be, and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives.
Opinion and 10b-5 Statement of U.S. Counsel for the Company and the Selling Stockholder. Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, U.S. counsel for the Company and the Selling Stockholder, shall have furnished to the Underwriter, at the request of the Company, their written opinion and 10b-5 statement, dated the Closing Date, and addressed to the Underwriter, in form and substance reasonably satisfactory to the Underwriter.
Opinion and 10b-5 Statement of U.S. Counsel for the Company. Milbank, Tweed, Xxxxxx & XxXxxx LLP, U.S. counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion and 10b-5 statement, dated the Closing Date, and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Exhibit A hereto, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.
Opinion and 10b-5 Statement of U.S. Counsel for the Company. Shearman & Sterling LLP, U.S. counsel for the Company, shall have furnished to the Underwriters, at the request of the Company, their written opinion and 10b-5 statement, dated the Closing Date, and addressed to the Underwriters, in form and substance reasonably satisfactory to the Underwriters.
Opinion and 10b-5 Statement of U.S. Counsel for the Company and Carnival plc. At each Representation Date, the Company shall furnish or cause to be furnished forthwith to the Managers and to counsel to the Managers a written opinion and negative assurance letter of Pxxx, Weiss, Rifkind, Wxxxxxx & Gxxxxxxx LLP, U.S. counsel to the Company, or other counsel reasonably satisfactory to the Managers, each dated and delivered on such Representation Date, in form and substance satisfactory to the Managers, of the same tenor as the opinion referred to in Section 6(g) of this Agreement, but modified as necessary to relate to the Registration Statement, the Pricing Disclosure Package and the Prospectus as amended and supplemented to the time of delivery of such opinion.
