Opinion of Counsel for Company and the Selling Shareholders. At the Closing Time, the Underwriter shall have received the opinion, dated the Closing Time, of Xxxxxx & Xxxxxxx LLP, counsel for the Company and the Selling Shareholders, the opinion of AMMC Law S.A., Luxembourg counsel for Onex Xxxxxxx Holding Limited S.à x.x. and the opinion of Xxxxxx X. Xxxx, Esq., General Counsel of Onex Corporation, counsel for New PCo II Investments Ltd., each in form and substance reasonably acceptable to counsel for the Underwriter, to the effect set forth in Exhibit A hereto and to such further effect as counsel to the Underwriter may reasonably request.
Opinion of Counsel for Company and the Selling Shareholders. If requested by the Underwriter, the opinion of Xxxxxx & Xxxxxxx LLP, counsel for the Company and the Selling Shareholders, the opinion of AMMC Law Luxembourg, counsel for Onex Xxxxxxx Holding Limited S.à X.X. and the opinion of Xxxxxx X. Xxxx, Esq., General Counsel of Onex Corporation, counsel for 1597257 Ontario Inc., each in form and substance reasonably acceptable to counsel for the Underwriter, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.
Opinion of Counsel for Company and the Selling Shareholders. At the Closing Time, the Underwriter shall have received (x) the opinion, dated the Closing Time, of Fried, Frank, Harris, Xxxxxxx & Xxxxxxxx LLP, counsel for the Company and the Selling Shareholders, in form and substance reasonably acceptable to counsel for the Underwriter, to the effect set forth in Exhibit A hereto, and (y) the opinion, dated the Closing Time, of Davies Xxxx Xxxxxxxx & Xxxxxxxx LLP, Ontario counsel for certain of the Selling Shareholders, in form and substance reasonably acceptable to counsel for the Underwriter, to the effect set forth in Exhibit B hereto.
Opinion of Counsel for Company and the Selling Shareholders. If requested by the Representatives, the opinion of Fried, Frank, Harris, Xxxxxxx & Xxxxxxxx LLP, counsel for the Company and the Company Shareholders, in form and substance reasonably acceptable to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 6(b) hereof.
Opinion of Counsel for Company and the Selling Shareholders. At the Closing Time, the Representatives shall have received (x) the opinion, dated the Closing Time, of Fried, Frank, Harris, Xxxxxxx & Xxxxxxxx LLP, counsel for the Company, in form and substance reasonably acceptable to counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters and (y) the opinion, dated the Closing Time, of Xxxxxx & Xxxxxx Xxxx Xxxxxxx LLP, counsel for the Selling Shareholders, in form and substance reasonably acceptable to counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters.
Opinion of Counsel for Company and the Selling Shareholders. At the Closing Time, the Representatives shall have received (x) the opinion, dated the Closing Time, of Fried, Frank, Harris, Xxxxxxx & Xxxxxxxx LLP, counsel for the Company, in form and substance reasonably acceptable to counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters, (y) the opinion, dated the Closing Time, of Xxxxxx & Xxxxxx Xxxx Xxxxxxx LLP, counsel for [certain of] the Selling Shareholders, in form and substance reasonably acceptable to counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters and (z) the opinion[s], dated the Closing Time of counsel to the Selling Shareholders not covered by the opinion called for by clause (y), who must be reasonably acceptable to the Underwriters, in form and substance reasonably acceptable to counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters.
Opinion of Counsel for Company and the Selling Shareholders. The opinion of Lxxxxx & Wxxxxxx LLP, counsel for the Company and certain of the Selling Shareholders, Ogier, Jersey counsel for the Company, Walkers, Cayman Islands counsel for certain of the Selling Shareholders, Walkers, British Virgin Islands counsel for certain of the Selling Shareholders, and Mxxxxx and Cxxxxx, Luxembourg counsel for certain of the Selling Shareholders, in each case in form and substance reasonably acceptable to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.
Opinion of Counsel for Company and the Selling Shareholders. The favorable opinion of (x) Xxxxxx Xxxx & Xxxxxxx, s.c., Counsel to the Company, relating to certain matters of Wisconsin law, (y) Skadden, Arps, Slate, Xxxxxxx & Xxxx LLP, counsel for the Company, and (z) Skadden, Arps, Slate, Xxxxxxx & Xxxx LLP, counsel for the Selling Shareholders in form and substance reasonably satisfactory to counsel for the International Managers together with signed or reproduced copies of such letter for each of the other International Managers, dated such Date of Delivery, relating to the International Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof with respect to (x) and (y) and shall be to the effect set forth in Exhibit A-3 in the case of opinion (z).
Opinion of Counsel for Company and the Selling Shareholders. At Closing Time, the U.S. Representatives shall have received the favorable opinions, dated as of Closing Time, of (i) Dewitt Ross & Stevens, s.c., counsel to the Company, relating to xxxxxxx xxxterx xx Xxsconsin law and (ii) Skadden, Arps, Slate, Meagher & Flom LLP, counsel for the Company, in each case in form xxx xxbstxxxx reasonably satisfactory to counsel for the U.S. Underwriters, together with signed or reproduced copies of such letter for each of the other U.S. Underwriters to the effect set forth in Exhibits A-1 and A-2, respectively, hereto.
Opinion of Counsel for Company and the Selling Shareholders. At Closing Time, the U.S. Representatives shall have received the favorable opinions, dated as of Closing Time, of (i) Xxxxxx, Xxxx & Xxxxxxx s.c., counsel to the Company, relating to certain matters of Wisconsin law, (ii) Skadden, Arps, Slate, Xxxxxxx & Xxxx LLP, special counsel to the Company, (iii) Skadden, Arps, Slate, Xxxxxxx & Xxxx LLP, special counsel to the Category 1 Selling Shareholders and special counsel to the Category 2 Selling Shareholders with respect to certain matters of New York law, and (iv) Xxxxxx, Xxxx & Xxxxxxx s.c. counsel to the Category 2 Selling Shareholders, in each case in form and substance reasonably satisfactory to counsel for the U.S. Underwriters together with signed or reproduced copies of such letter for each of the other U.S. Underwriters, dated such Date of Delivery, to the effect set forth in Exhibits X-0, X-0, X-0 and A-4, respectively, hereto.
