Common use of Opinion of Counsel for the Underwriters Clause in Contracts

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives shall have received the favorable opinion of Xxxxx Lovells US LLP, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, and addressed to, the Representatives, with respect to the offering and sale of the Securities, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date and any Subsequent Closing Date, the Representatives shall have received the favorable opinion of Xxxxx Lovells US Skadden, Arps, Slate, Xxxxxxx & Xxxx LLP, counsel for the Underwriters, dated as of such Closing Date or Subsequent Closing Date, in form and substance satisfactory to, and addressed to, the Representatives, with respect to the offering issuance and sale of the SecuritiesUnits, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives may reasonably require, and the Company shall have furnished to such counsel such documents as they reasonably request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives shall have received the favorable opinion of Xxxxx Lovells US LLPXxxxx L.L.P., counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, and addressed to, the Representatives, with respect to the offering issuance and sale of the SecuritiesNotes, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date and any Subsequent Closing Date, the Representatives shall have received the favorable opinion of Xxxxx Lovells US Sidley Austin LLP, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, and addressed to, the Representatives, with respect to the offering issuance and sale of the SecuritiesUnits, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date and any Subsequent Closing Date, the Representatives shall have received the favorable opinion of Xxxxx Lovells US LLPXxxxxx & Xxxxxx L.L.P., counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, and addressed to, the Representatives, with respect to the offering issuance and sale of the SecuritiesShares, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date and any Subsequent Closing Date, the Representatives Representative shall have received the favorable opinion of Xxxxx Lovells US Xxxxx LLP, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, and addressed to, the RepresentativesRepresentative, with respect to the offering issuance and sale of the SecuritiesShares, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives Representative may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date and any Subsequent Closing Date, the Representatives shall have received the favorable opinion of Xxxxx Lovells US & XxXxxxx LLP, counsel for the Underwriters, dated as of such Closing Date or Subsequent Closing Date, in form and substance satisfactory to, and addressed to, the Representatives, with respect to the offering and sale of the Securities, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives may reasonably require, and the Company Issuer shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date and any Subsequent Closing Date, the Representatives shall have received the favorable opinion of Xxxxx Lovells US LLP, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, and addressed to, the Representatives, with respect to the offering issuance and sale of the SecuritiesShares, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives shall have received the favorable opinion of Xxxxx Lovells US Xxxxxx Xxxxxx & Xxxxxxx LLP, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, and addressed to, the Representatives, with respect to the offering issuance and sale of the SecuritiesNotes, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date and any Subsequent Closing Date, the Representatives shall have received the favorable opinion of Cravath, Swaine & Xxxxx Lovells US LLP, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, and addressed to, the Representatives, with respect to the offering issuance and sale of the SecuritiesShares, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives shall have received the favorable opinion of Xxxxx Lovells US Mayer, Brown, Xxxx & Maw LLP, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, and addressed to, the Representatives, with respect to the offering issuance and sale of the SecuritiesShares, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On each of the Closing Date and any Subsequent Closing Date, the Representatives Representative shall have received the favorable opinion of Xxxxx Lovells US O’Melveny & Mxxxx LLP, counsel for the Underwriters, dated as of such Closing Dateclosing date, in form and substance satisfactory to, and addressed to, the RepresentativesRepresentative, with respect to the offering issuance and sale of the SecuritiesShares, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package ) and other related matters as the Representatives Representative may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date and any Subsequent Closing Date, the Representatives shall have received the favorable opinion of Xxxxx Lovells US Sidley Austin LLP, counsel for the Underwriters, dated as of such Closing Date or Subsequent Closing Date, in form and substance satisfactory to, and addressed to, the Representatives, with respect to the offering issuance and sale of the SecuritiesShares, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives Representative shall have received the favorable opinion of Xxxxx Lovells US Xxxxx LLP, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, and addressed to, the RepresentativesRepresentative, with respect to the offering issuance and sale of the Securities, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and such other related matters as the Representatives Representative may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date and any Subsequent Closing Date, the Representatives Representative shall have received the favorable opinion of Mxxxx Xxxxx Lovells US LLP, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, and addressed to, the RepresentativesRepresentative, with respect to the offering issuance and sale of the SecuritiesShares, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives Representative may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives shall have received the favorable opinion of Xxxxx Lovells US Hunton & Wxxxxxxx LLP, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, and addressed to, the Representatives, with respect to the offering issuance and sale of the SecuritiesShares, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives shall have received the favorable opinion of Xxxxx Lovells US Xxxxxxx Xxxx & Xxxxxxxxx LLP, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, and addressed to, the Representatives, with respect to the offering issuance and sale of the Securities, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives may reasonably require, and the Company Issuer and the Guarantor shall have furnished to such counsel such documents as they request it requests for the purpose of enabling them it to pass upon such matters.

Opinion of Counsel for the Underwriters. On each of the Closing Date, Date and any Subsequent Closing Date the Representatives shall have received the favorable opinion of Xxxxx Lovells US Shearman & Sterling LLP, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, to and addressed to, the Representatives, with respect to the offering issuance and sale of the SecuritiesShares, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On each of the Closing Date and any Subsequent Closing Date, the Representatives Representative shall have received the favorable opinion of Xxxxx Lovells US LLPDay, counsel for the Underwriters, dated as of such Closing Dateclosing date, in form and substance satisfactory to, and addressed to, the RepresentativesRepresentative, with respect to the offering issuance and sale of the SecuritiesShares, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package ) and other related matters as the Representatives Representative may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives shall have received the favorable opinion of Xxxxx Lovells US Sidley Austin LLP, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory toto the Representatives, and addressed to, to the RepresentativesUnderwriters, with respect to the offering issuance and sale of the SecuritiesNotes, the disclosure in the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and the Prospectus and any amendments or supplements thereto and other related matters as the Representatives may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date and any Optional Closing Date, the Representatives Representative shall have received the favorable opinion of Xxxxx Lovells US Ropes & Gxxx LLP, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, and addressed to, the RepresentativesRepresentative, with respect to the offering issuance and sale of the SecuritiesShares, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives Representative may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date and any Subsequent Closing Date, the Representatives Representative shall have received the favorable opinion of Xxxxx Lovells US & XxXxxxx LLP, counsel for the Underwriters, dated as of such Closing Date or Subsequent Closing Date, in form and substance satisfactory to, and addressed to, the RepresentativesRepresentative, with respect to the offering and sale of the Securities, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives Representative may reasonably require, and the Company Issuers shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date and any Subsequent Closing Date, the Representatives shall have received the favorable opinion of Xxxxx Lovells US LLP LLP, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, and addressed to, the Representatives, with respect to the offering issuance and sale of the SecuritiesShares, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives shall have received the favorable opinion of Xxxxx Lovells US Xxxxxx Godward LLP, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, and addressed to, the Representatives, with respect to the offering issuance and sale of the SecuritiesShares, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives shall have received the favorable opinion of Xxxxx Lovells US Cxxxxx Xxxxxx & Rxxxxxx LLP, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, and addressed to, the Representatives, with respect to the offering issuance and sale of the SecuritiesShares, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives Representative shall have received the favorable opinion of Xxxxx Lovells US & XxXxxxx LLP, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, and addressed to, the RepresentativesRepresentative, with respect to the offering and sale of the Securities, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives Representative may reasonably require, and the Company Issuer shall have furnished to such counsel such documents as they request it requests for the purpose of enabling them it to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives shall have received the favorable opinion of Xxxxx Lovells US Latham & Watkins LLP, counsel for the Underwriters, dated as of such Closing Datethe Cxxxxxx Daxx, in xx form and substance reasonably satisfactory to, and addressed to, the Representatives, with respect to the offering issuance and sale of the SecuritiesNotes, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives may reasonably require, and the Company shall have furnished to such counsel such documents as they reasonably request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives shall have received the favorable opinion of Xxxxx Lovells US Sxxxxx Xxxxxx LLP, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory toto the Representatives, and addressed to, to the RepresentativesUnderwriters, with respect to the offering issuance and sale of the SecuritiesNotes, the disclosure in the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and the Prospectus and any amendments or supplements thereto and other related matters as the Representatives may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On each of the Closing Date and any Subsequent Closing Date, the Representatives shall have received the favorable opinion of Xxxxx Lovells US LLPXxxx & Xxxxxxxx, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, and addressed to, the Representatives, with respect to the offering issuance and sale of the SecuritiesShares, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives may reasonably require, and the Company shall have furnished to such counsel such documents as they reasonably request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives Representative shall have received the favorable opinion of Xxxxx Lovells US Sidley Austin LLP, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory toto the Representative, and addressed to, to the RepresentativesUnderwriters, with respect to the offering issuance and sale of the SecuritiesNotes, the disclosure in the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and the Prospectus and any amendments or supplements thereto and other related matters as the Representatives Representative may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On each of the Closing Date and any Subsequent Closing Date, the Representatives shall have received the favorable opinion of Xxxxx Lovells US LLPXxxx & Xxxxxxxx, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, and addressed to, the Representatives, with respect to the offering issuance and sale of the SecuritiesShares, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives Representative shall have received the favorable opinion of Xxxxx Lovells US LLPSidley Austin llp, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory toto the Representative, and addressed to, to the RepresentativesUnderwriters, with respect to the offering issuance and sale of the SecuritiesNotes, the disclosure in the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and the Prospectus and any amendments or supplements thereto and other related matters as the Representatives Representative may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives shall have received the favorable opinion and negative assurance letter of Xxxxx Lovells US Xxxxxx & Xxxxxxx LLP, counsel for the Underwriters, dated as of such the Closing Date, in form and substance reasonably satisfactory to, and addressed to, the Representatives, with respect to the offering issuance and sale of the SecuritiesNotes, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives may reasonably require, and the Company shall have furnished to such counsel such documents as they may reasonably request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives Representative shall have received the favorable opinion of Xxxxx Lovells US Xxxxxx Xxxxxx & Xxxxxxx LLP, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, and addressed to, the RepresentativesRepresentative, with respect to the offering issuance and sale of the SecuritiesNotes, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives Representative may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On the Closing Date, the Representatives shall have received the favorable opinion of Xxxxx Lovells US LLPXxxx & Xxxxxxxx, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, and addressed to, the Representatives, with respect to the offering issuance and sale of the SecuritiesShares, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters as the Representatives may reasonably require, and the Company shall have furnished to such counsel such documents as they request for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. On each of the First Closing Date and the Second Closing Date, the Representatives shall have received the favorable opinion of Xxxxx Lovells US Xxxxxxxxxxx & Xxxxxxxx Xxxxxxxxx Xxxxxx LLP, counsel for the Underwriters, dated as of such Closing Date, in form and substance satisfactory to, and addressed to, to the Representatives, with respect to and the offering and sale Representatives shall have received such additional number of the Securities, the Registration Statement, the Prospectus (together with any supplement thereto), the Disclosure Package and other related matters conformed copies of such counsel’s legal opinion as the Representatives may reasonably require, and request for each of the several Underwriters. The Company shall have furnished to such counsel such documents as they request such may have requested for the purpose of enabling them to pass upon such matters.