Common use of Opinion of Counsel for Underwriters Clause in Contracts

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the Trust), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “Description of Shares”) and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”Capital Stock") and the last paragraph of Exhibit EXHIBIT A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Clifford Chance US LLP, counsel for the Underwriters, together with signed xxxx xxgned or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in Exhibit A clauses (A) (i1), (ii2), (vi5), (vii6) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) 8) through (x11), inclusive, (xii), (xiv13) (solely as to the information in the Prospectus under “"Description of Shares”Capital Stock"), (18) and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US Sidley Austin LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter Charter or by-laws Bylaws of the TrustCompany), (viii) through (xxi), inclusive, (xii), (xivxiii) (solely as to the information in the Prospectus under “Description of SharesCapital Stock - Common Stock”) and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and York, the federal law of the United StatesStates and the General Corporation Law of the State of Delaware, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the Trust), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”Capital Structure") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received (i) the favorable opinion, dated as of Closing Time, of Xxxxx, Xxxxx, Xxxxxx, Xxxxxxx & Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), and (ii)) the favorable opinion, (vi)dated as of Closing Time, (vii) (solely as to preemptive of Xxxxxx & Xxxxxxx LLP, counsel for the Underwriters, together with signed or other similar rights arising by operation reproduced copies of law or under the charter or by-laws such letter for each of the Trust), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “Description of Shares”) and the last paragraph of Exhibit A heretoother Underwriters. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At the Closing Time, the Representatives shall have received the favorable opinion, dated as of the Closing Time, of Xxxxxxxx Chance US LLPDLA Piper LLP (US), counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in Exhibit A, clauses (A) (i), (ii), (vi), (vii) 5 (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (viii) through (x)6, inclusive7, (xii)9, (xiv) 13 (solely as to the information in the Prospectus under “Description of SharesCapital Stock—Common Stock”) and ), the last penultimate paragraph of Exhibit A hereto, and other related matters as the Representatives may require. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law securities laws of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers and other representatives of the Trust Company and its Subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Cxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “Description of Shares”) and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLPXxxxxx & Xxxxxxx, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”Capital Stock--Common Stock") and the last paragraph of Exhibit A Section 5(b) hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United StatesStates and the General Corporation Law of the State of Delaware, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At the Closing TimeTime and at each Date of Delivery, the Representatives shall have received the favorable opinion, dated as of the Closing TimeTime and as of each Date of Delivery, as applicable, of Xxxxxxxx Chance US Lxxxxx & Wxxxxxx LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “Description of Shares”ix) and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may relymay, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and York, the federal law of the United StatesStates and the General Corporation Law of the State of Delaware, upon assume the correctness of opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US Sidley Austin LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (viii) through (x), inclusive, (xiixi), (xivxiii) (solely as to the information in the Prospectus under “Description of SharesCapital Stock—Common Stock”) and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and York, the federal law of the United StatesStates and the General Corporation Law of the State of Delaware, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Clifford Chance US LLP, counsel for the Underwriters, together with signed xxxx xxxned or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in Exhibit A clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”") and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”Capital Structure") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), ii) and (ii), (vi), (viiiii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xiii), (v), (vi) and (xiv), (iii) (solely as to the information in the Prospectus under “Description of Shares”) and the third to last paragraph of Exhibit A A-1 hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLPJenkens & Xxxxxxxxx, a Professional Corporation, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (viii) through (x), inclusive, (xii), (xivxv) (solely as to the information in the Prospectus under “"Description of Shares”Capital Stock") and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its Subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the Trust), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters effect set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (xxi), inclusive, (xii), (xivxiii) (solely as to the information in the Prospectus under “Description of Shares”) and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters effect set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”") and the last paragraph of Exhibit EXHIBIT A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US Bxxxxxx MxXxxxxxx LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (viii) through (x), inclusive, (xiixi), (xivxiii) (solely as to the information in the Prospectus under “Description of SharesCapital Stock—Common Stock”) and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and York, the federal law of the United StatesStates and the General Corporation Law of the State of Delaware, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLPXxxxxxx Xxxx & Xxxxxxxxx, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”Capital Stock--Common Stock") and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLPXxxxx Xxxx & Xxxxxxxx, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (viii) through (x), inclusive, (xiixi), (xivxiii) (solely as to the information in the Prospectus under “Description of SharesCapital Stock—Common Stock”) and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United StatesStates and the General Corporation Law of the State of Delaware, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Clifford Chance US LLP, counsel for the Underwriters, together with signed togethex xxxx xigned or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in Exhibit A clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”") and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Clifford Chance US LLP, counsel for counxxx xxx the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws bylaws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxx Xxxxxx Xxxxxxxx Chance US LLP& Xxxxxx, P.C., counsel for the Underwriters, with respect to certain legal matters under the federal law of the United States and certain states thereof, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to Underwriters. The opinion shall address the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter articles of incorporation or by-laws of the TrustCompany), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “Description of SharesCommon Stock”) and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, rely upon the opinions of counsel for the Company and any other counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in Exhibit A clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”Capital Stock") and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxx Xxxxxx Xxxxxxxx Chance US LLP& Xxxxxx, P.C., counsel for the Underwriters, with respect to certain legal matters under the federal law of the United States and certain states thereof, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to Underwriters. The opinion shall address the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter articles of incorporation or by-laws of the TrustCompany), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “Description of SharesCapitalStock”) and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, rely upon the opinions of counsel for the Company and any other counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLPXxxxxx & Xxxxxxx, special counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Capital Shares”--Common Stock") and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLPXxxxxx & Xxxxxxx, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws bylaws of the TrustCompany), (viii) through (x), inclusive, (xiiix), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”Capital Stock--Common Stock") and the last penultimate paragraph of Exhibit A hereto. In giving such --------- opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United StatesStates and the General Corporation Law of the State of Delaware, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLPXxxxx, Xxxxx & Xxxxx, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses ( i) through (Av), inclusive, and (vi) (solely as to the information in the Prospectus under "Description of Capital Stock--Common Stock") and the penultimate paragraph of Exhibit A hereto and in clauses (i), ) and (ii), (vi), (viiiv) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the Trust), (viiiCompany) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “Description of Shares”) and the last paragraph of Exhibit A heretoB hereto . In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and York, the federal law of the United StatesStates and the General Corporation Law of the State of Delaware, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLPAndrxxx & Xurtx X.X.P., counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (viii) through ix), (x), inclusive, (xii), and (xiv) (solely as to the information in the Prospectus under “"Description of Shares”Capital Stock--Common Stock") and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York York, Texas and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, proper upon certificates of officers of the Trust Company and certificates of public officials, reserve engineers and accountants.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLPSimpxxx Xxxxxxx & Xartxxxx, counsel xxunsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (viii) through ), (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”Capital Stock--Common Stock") and the last penultimate paragraph of Exhibit A A-1 hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Clifford Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xivxv) (solely as to the information in the Prospectus under “"Description of Shares”AMPS") and the last paragraph of Exhibit EXHIBIT A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the Trust), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”AMPS") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLPClifford Chanxx XX XXP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and the Advisers and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Clifford Chance US LLP, counsel for the UnderwritersXxxxxxxiters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws bylaws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US Shearman & Sterling LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (vii), (viii) through (xexcluding the documents and information incorporated by reference therein), inclusive, (xii), (xiv) (solely as to the information and in the Prospectus under “Description of Shares”) and the last paragraph two paragraphs of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and York, the federal law of the United StatesStates and the General Corporation Law of the State of Delaware, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Clifford Chance US LLP, counsel for the Underwriters, together with signed xxxx xxxned or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative(s) shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US Sidley Xxxxxx Xxxxx & Xxxx LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters Underwriters, with respect to the matters set forth in clauses (A) (i), (iiiii), (viiv), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the Trust), (viii) through (x), inclusive, (xii), (xivv) (solely as to the information statements in the Prospectus under “the heading "Description of Shares”Debt Securities" and any other heading purporting to describe the Underwritten Securities), (vi) and the last paragraph two paragraphs of Exhibit A B hereto. In giving such opinion opinion, such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and York, the federal law of the United StatesStates and the General Corporation Law of the State of Delaware, upon the opinions of counsel satisfactory to the RepresentativesRepresentative(s). Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Kxxxxxxxxx Xxxxxxxx Chance US LLP, counsel for the Underwriters, with respect to certain legal matters under the federal law of the United States and certain states thereof, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to Underwriters. The opinion shall address the matters set forth in clauses (A) (i), (iiv), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter articles of incorporation or by-laws of the TrustCompany), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “Description of SharesCapital Stock”) and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, rely upon the opinions of counsel for the Company and any other counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US Browx & Xood LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”Capital Stock--Common Stock") and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US Sidley Xxxxxx Xxxxx & Xxxx LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (viii) through (xxi), inclusive, (xii), (xivxiii) (solely as to the information description of the Company's common stock contained in the Prospectus under “the caption "Description of Shares”Capital Stock") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US Xxxxxx & Xxxxx LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Clifford Chance US Rogers & Wells LLP, counsel for the Underwriters, together with togethxx xxxx signed or reproduced copies ox xxxxoduxxx xopies of such letter for each of the other Underwriters with respect to the matters set forth in clauses paragraphs (A) (i1), (ii2), (vi4), (vii5) (solely as to preemptive or other similar rights arising by operation of law or under the charter declaration of trust or by-laws of the TrustFund), (viii) through (x), inclusive, (xii6), (xiv7), (8), (10), (12) (solely as to the information in the Prospectus under “"Description of Shares”AMPS") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives U.S. Representative(s) shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US Skadden, Arps, Slate, Mxxxxxx & Fxxx LLP, counsel for the U.S. Underwriters, together with signed or reproduced copies of such letter for each of the other U.S. Underwriters with respect to the matters set forth in clauses (A) (i), (iiiii), (iv),(v), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the Trust), (viii) through and (x), inclusive, (xii), (xivix) (solely as to the information in the Prospectus Prospectuses under “"Description of Shares”Common Stock" ) and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and York, the federal law of the United StatesStates and the General Corporation Law of the State of Delaware, upon the opinions of counsel satisfactory to the RepresentativesU.S. Representative(s). Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Underwriters shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US Sidley Xxxxxx Xxxxx & Xxxx LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (Ai) (iwith respect to the first sentence only), (ii), (vi), (viiiv) (with respect to the second sentence solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (vii), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”Series D Preferred Stock"), the first paragraph following (xx) and the last paragraph of Exhibit EXHIBIT A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the RepresentativesUnderwriters. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company, the Operating Partnership and the Subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Clifford Chance US Rogers & Wells LLP, counsel for the Underwriters, together with togexxxx xxxh signed or reproduced xx xxproxxxxx copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses paragraphs (A) (i1), (ii2), (vi4), (vii5) (solely as to preemptive or other similar rights arising by operation of law or under the charter declaration of trust or by-laws of the Trust), (viii) through (x), inclusive, (xii6), (xiv7), (8), (10), (12) (solely as to the information in the Prospectus under “"Description of Shares”") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust and certificates of public officials.

Opinion of Counsel for Underwriters. At the Closing Time, the Representatives shall have received the favorable opinionopinions, dated as of the Closing Time, of Xxxxxxxx Chance US Xxxxx & Xxxxx LLP, United States counsel for the Underwriters, and Banwo & Ighodalo, Nigerian counsel for the Underwriters, together with signed or reproduced copies of such letter letters for each of the other Underwriters with respect to the matters set forth in Exhibit A and B clauses [(A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the Trustv), (viii) through ), (x), inclusive, (xii), (xiv) )] (solely as to the information in the Prospectus under “Description of Sharesthe Bonds—General Terms of the Bonds”) and ), the last penultimate paragraph of Exhibit A hereto, and other related matters as the Representatives may require. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law securities laws of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers officials and other representatives of the Trust Issuer and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLPBrowx & Xood XXX, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the 14 19 Prospectus under “"Description of Shares”Capital Stock--Common Stock") and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal Federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i)1, (ii)3, (vi)4, (vii) 5 (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the Trust), (viii) through (x)6, inclusive, (xii), (xiv) 8 (solely as to the information in the Prospectus under “"Description of Shares”) "), 14 and the second to last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State state of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US Xxxxxx & Xxxxx LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the Trust), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”Capitalization") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Clifford Chance US LLPXX XXX, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and the Advisers and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Clifford Chance US LLP, counsel for the Underwriters, together with togetxxx xxxx signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in Exhibit A clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”Capital Stock") and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Clifford Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i1), (ii), (vi), (vii4) (with respect to preemptive rights, solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii5) through (x)8), inclusive, inclusive and (xii), (xiv11) (solely as to the information in the Prospectus under “"Description of Shares”AMPS") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”") and the last paragraph of Exhibit EXHIBIT A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Clifford Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter Declaration or by-laws of the TrustBylaws), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”Capital Structure") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US Clifford Chxxxx XX LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws bylaws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”AMPS") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and the Advisers and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxx Xxxxxxx Xxxxxxxx Chance US LLP& Xxxxxx, Professional Corporation, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”Capital Stock") and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Clifford Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses [(A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter Charter or by-laws bylaws of the TrustFund), (viii) through (x), inclusive, (xiixiv), (xiv) ] (solely as to the information in the Prospectus under “"Description of Shares”the Series A Preferred and Series B AMPS") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US Sidley Austin LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (viiv), (viiv) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (viii) vii), through (xix), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “Description of SharesCapital Stock”) and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xivxiii) (solely as to the information in the Prospectus under “"Description of Shares”Capital Stock") and the last paragraph of Exhibit EXHIBIT A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Clifford Chance US LLP, counsel xxxxxxl for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and the Advisers and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLPXxxxxx & Xxxxxx L.L.P., counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (viii) through (x), inclusive, (xiixi), (xivxiii) (solely as to the information in the Prospectus under “"Description of Shares”Capital Stock--Common Stock") and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and York, the federal law of the United States, and the General Corporation Law of the State of Delaware, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Cxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “Description of Shares”) and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and the Advisers and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters effect set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (xxi), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “Description of Shares”) and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. || At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US Sidley Xxxxxx Xxxxx & Xxxx LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (viii) through (x), inclusive, (xiixiii), (xivxv) (solely as to the information in description of the Prospectus under “Description of Shares”Company's common stock) and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At the Closing Time, the Representatives shall have received the favorable opinion, dated as of the Closing Time, of Xxxxxxxx Chance US LLP[•], counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the Trust), (viii) through (x), inclusive, (xii), (xiv) opinion [•] (solely as to the information in Company’s valid existence and good standing), opinion [•], the Prospectus under “Description [•] sentence of Shares”) opinion [•], opinion [•] (solely as to the Company’s certificate of incorporation and bylaws), opinion [•], opinion [•] and the last [•] paragraph of Exhibit A hereto, and other related matters as the Representatives may require. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York York, the General Corporation Law of the State of Delaware and the federal law securities laws of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers and other representatives of the Trust Company and the Subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Clifford Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws bylaws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”AMPS") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Clifford Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter Charter or by-laws bylaws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”AMPS") and the last paragraph of Exhibit EXHIBIT A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At the Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of the Closing Time, of Xxxxxxxx Chance US Xxxxx Xxxx LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to Underwriters. The opinion shall address the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (viii) through (x), inclusive, (xiixiii), (xivxv) (solely as to the information in the Prospectus under “Description of SharesCapital Stock—Common Stock”) and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its Subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US Pillsbury Winthrop LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (viii) through (x), inclusive, (xiixiii), (xivxv) (solely as to the information in the Prospectus under “Description of SharesOur Common Stock”) and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (iA)(i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”") and the last paragraph of Exhibit EXHIBIT A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund or the Investment Advisor and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Clifford Chance US LLPXXX, counsel xxunsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and the Advisers and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in Exhibit A clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “Description of SharesCapital Stock”) and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officialsofficial.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US Xxxxxx & Xxxxx LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i1), (ii), (vi), (vii4) (with respect to preemptive rights, solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii5) through (x)8), inclusive, inclusive and (xii), (xiv11) (solely as to the information in the Prospectus under “"Description of Shares”AMPS") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative(s) shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US Sidley Axxxxx Xxxxx & Wxxx LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters Underwriters, with respect to the matters set forth in clauses (A) (i), (iiiii), (viiv), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the Trust), (viii) through (x), inclusive, (xii), (xivv) (solely as to the information statements in the Prospectus under the heading “Description of Shares”Debt Securities” and any other heading purporting to describe the Underwritten Securities), (vi) and the last paragraph two paragraphs of Exhibit A B hereto. In giving such opinion opinion, such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and York, the federal law of the United StatesStates and the General Corporation Law of the State of Delaware, upon the opinions of counsel satisfactory to the RepresentativesRepresentative(s). Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), ii) and (ii), (vi), (viiiii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xiii), (v), (vi) and (xiv), (iii) (solely as to the information in the Prospectus under “"Description of Shares”") and the third to last paragraph of Exhibit A A-1 hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US Xxxxxx & Xxxxx LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”") and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative(s) shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US Sidley Xxxxxx Xxxxx & Xxxx LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters Underwriters, with respect to the matters set forth in clauses (A) (i), (iiiii), (viiv), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the Trust), (viii) through (x), inclusive, (xii), (xivv) (solely as to the information statements in the Prospectus under the heading “Description of Shares”Debt Securities” and any other heading purporting to describe the Underwritten Securities), (vi) and the last paragraph two paragraphs of Exhibit A B hereto. In giving such opinion opinion, such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and York, the federal law of the United StatesStates and the General Corporation Law of the State of Delaware, upon the opinions of counsel satisfactory to the RepresentativesRepresentative(s). Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Clifford Chance US LLP, counsel for the Underwriters, together with signed wxxx xxxxed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the Trust), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (viiv), (viiv), (ix), (x) (solely as to preemptive or other similar rights arising by operation of law or under the charter Declaration or by-laws of the Trust), (viii) through (x), inclusive, (xii), (xivxi) (solely as to the information in the Prospectus under “"Description of Shares”AMPS"), (xiii) and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLPBakex Xxxtx X.X.P., counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”Capital Stock--Common Stock") and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in [clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”") and the last paragraph paragraph] of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Clifford Chance US LLP, counsel for the Underwriters, together with signed xxxx xxgned or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in Exhibit A clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”Capital Stock") and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP__________________, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Clifford Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter Charter or by-laws bylaws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”AMPS") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters effect set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US Sidley Xxxxxx Xxxxx & Xxxx LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (viv), (viivi) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”Capital Stock-Common Stock") and the last penultimate paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal Federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Underwriters shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US Piper Rudnick LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth maxxxxx xxx xxxth in clauses (A) (i1), (ii2), (vi4), (vii5) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustCompany), (viii) through (x), inclusive, (xii6), (xiv7), (10), (11), (13) (solely as to the information in the Prospectus under “"Description of Common Shares”") and the last paragraph two paragraphs of Exhibit A A-1 hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United StatesStates and the General Corporation Law of the State of Delaware, upon the opinions of counsel satisfactory to the RepresentativesUnderwriters and with the consent of counsel issuing such opinions. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Company and its subsidiaries and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives Representative shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter Declaration or byBy-laws of the TrustFund), (viii) through (x), inclusive, (xiixiii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”AMPS") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the RepresentativesRepresentative. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance Clixxxxx Xxance US LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and the Investment Advisers and certificates of public officials.

Opinion of Counsel for Underwriters. At Closing Time, the Representatives shall have received the favorable opinion, dated as of Closing Time, of Xxxxxxxx Chance US Clifford Chxxxx XX LLP, counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters with respect to the matters set forth in clauses (A) (i), (ii), (vi), (vii) (solely as to preemptive or other similar rights arising by operation of law or under the charter or by-laws of the TrustFund), (viii) through (x), inclusive, (xii), (xiv) (solely as to the information in the Prospectus under “"Description of Shares”") and the last paragraph of Exhibit A hereto. In giving such opinion such counsel may rely, as to all matters governed by the laws of jurisdictions other than the law of the State of New York and the federal law of the United States, upon the opinions of counsel satisfactory to the Representatives. Such counsel may also state that, insofar as such opinion involves factual matters, they have relied, to the extent they deem proper, upon certificates of officers of the Trust Fund and the Advisers and certificates of public officials.