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

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLP, counsel for the Company, dated as of such date, in the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Wxxxxx Xxxxxx Pxxxxxxxx Xxxx and Dxxx LLP, counsel for the Company, dated as of such date, in substantially the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably requestform previously agreed upon.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Xxxxx Lovells US LLP, counsel for the Company, each dated as of such date, in the forms form attached hereto as Exhibit A-1 A and Exhibit A-2, respectively, A-1 and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLP, counsel for the Company, dated as of such dateClosing Date, in the forms form of which are attached hereto as Exhibit Exhibits A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Xxxxxxx Procter LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2A, respectively, and which opinion shall include opinions with respect to such further effect as the Representatives shall reasonably requestregulatory matters.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Xxxxxx, Xxxx & Xxxxxxxx LLP, counsel for the Company, in form and substance satisfactory to the Underwriters, dated as of such date, in the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLP, counsel for the Company, dated as of such date, in a form reasonably satisfactory to the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably requestRepresentatives.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Xxxxxxx Procter LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each any Option Closing Date, the Representatives shall have received the favorable opinion of Bxxxxx and negative assurance letter of Xxxxxx LLPMxxxxx, P.A., counsel for the Company, dated as of such closing date, in form and substance satisfactory to the forms Representatives, the form of which is attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably request.A.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives Representative shall have received the opinion and negative assurance letter of Xxxxxx LLP, counsel for the Company, dated as of such dateClosing Date, in the forms form of which are attached hereto as Exhibit A-1 Exhibits C-1 and Exhibit A-2C-2, respectively, and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLP, counsel for the Company, dated as of such date, in substantially the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably request.A.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLPXxxxxxx Xxxxxxxx & Xxxxxx, Professional Corporation, counsel for the Company, in connection with the offer and sale of the Offered Shares, dated as of such date, in the forms attached hereto as Exhibit A-1 form and Exhibit A-2, respectively, and substance previously agreed to such further effect as with the Representatives shall reasonably requestand counsel for the Underwriters.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Wuersch & Xxxxxx LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Xxxxxxxx & Xxxxx LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably requestA-1.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxx Xxxxxx LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion letter and negative assurance letter of Xxxxxx Xxxxxxxxxx Xxxxxxx LLP, counsel for the Company, dated as of such date, in the forms of which are attached hereto as Exhibit A-1 and Exhibit A-2, respectively, respectively (and to such further effect as the Representatives shall reasonably requesthave received an additional signed copy of such counsel’s legal opinion for each of the other several Underwriters).

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLP, counsel for the Company, dated as of such date, in the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and form agreed to such further effect as amongst the Representatives shall reasonably requestparties.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLPXxxxxxx Xxxxxxxx & Xxxxxx, Professional Corporation, counsel for the Company, dated as of such date, in the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and form previously agreed to such further effect as with the Representatives shall reasonably requestand counsel for the Underwriters.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLP, counsel for the Company, each dated as of such date, in the forms form attached hereto as Exhibit A-1 A and Exhibit A-2A-1, respectively, and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Winston & Sxxxxx LLP, counsel for the Company, dated as of such date, substantially in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Xxxxx Lovells US LLP, counsel for the Company, each dated as of such date, in the forms form attached hereto as Exhibit A-1 A and Exhibit A-2A-1, respectively, and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLP, counsel for the Company, dated as of such dateClosing Date, in the forms form of which are attached hereto as Exhibit A-1 Exhibits C-1 and Exhibit A-2C-2, respectively, and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLP, counsel for the Company, dated as of such dateClosing Date, in the forms of which are attached hereto as Exhibit A-1 D-1 and Exhibit A-2D-2, respectively, and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and letter of negative assurance letter of Xxxxxx LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Axxxxx & Bird LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Xxxxxxxx & Xxxxx LLP, counsel for to the Company, dated as of such datethe Closing Date and addressed to the Representatives, substantially in the forms form of Exhibit D attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably requesthereto.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLPXxxxxxx Xxxxxxxx & Xxxxxx, Professional Corporation, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives Representative shall have received the opinion and negative assurance letter of Xxxxxx LLP, counsel for the Company, dated as of such dateClosing Date, in the forms of which are attached hereto as Exhibit A-1 Exhibits C-1 and Exhibit A-2C-2, respectively, and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, counsel for the Company, dated as of such datedate and addressed to the Underwriters, in form and substance reasonably satisfactory to the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably requestRepresentatives.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion and negative assurance letter disclosure statement of O’Melveny & Xxxxxx LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Ellenoff Grxxxxxx & Schole LLP, counsel for the Company, and a written opinion of Maxxxx Xx & Partners Attorneys at Law, PRC counsel for the Company, dated as of such date, in form and substance satisfactory to the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably requestRepresentatives.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLPXxxxxxx Xxxxxxxx & Xxxxxx, Professional Corporation, counsel for the Company, dated as of such date, in the forms attached hereto as Exhibit A-1 form and Exhibit A-2, respectively, and substance previously agreed to such further effect as with the Representatives shall reasonably requestand counsel for the Underwriters.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLPSxxxx & Wxxxxx L.L.P., counsel for the Company, dated as of such date, substantially in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably request.A.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx & Xxxxxxx LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives Representative shall have received the opinion and negative assurance letter statement of Xxxxxx Mxxxxx, Xxxxx & Bxxxxxx LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives Representative shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives Representative shall have received the opinion and negative assurance letter of Xxxxxx & Xxxxxxx LLP, counsel for the Company, dated as of such date, in the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives Representative shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each the Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLPXxxxx, Xxxxx, Xxxx, Xxxxxx, Xxxxxxx and Xxxxx, P.C., counsel for the Company, dated as of such date, in form and substance satisfactory to the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably requestRepresentatives.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option the Second Closing Date, Date the Representatives shall have received the favorable opinion and negative assurance letter of Xxxxxx & Xxxxxxx, LLP, special counsel for the Company, dated as of such dateClosing Date, in the forms form of which is attached hereto as Exhibit A-1 A (and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably requesthave received an additional two conformed copies of such counsels' legal opinion).

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion letter and negative assurance letter of Xxxxxx Cxxxxx LLP, counsel for the Company, dated as of such date, in the forms of which are attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLP, counsel for the Company, dated as of such date, in the forms attached hereto as Exhibit A-1 form and Exhibit A-2, respectively, and substance satisfactory to such further effect as the Representatives shall reasonably requestUnderwriters.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Weil, Gotshal & Xxxxxx LLP, counsel for the Company, dated as of such date, in the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives Representative shall have received the opinion letter and negative assurance letter of Xxxxxx LLPXxxxxxxxxx Xxxxxxx PC, counsel for the Company, dated as of such date, in the forms of which are attached hereto as Exhibit A-1 and Exhibit A-2, respectively, (and to the Representative shall have received an additional signed copy of such further effect as counsel’s legal opinion for each of the Representatives shall reasonably requestother several Underwriters).

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives Representative shall have received the opinion and negative assurance letter of Xxxxxx LLP, counsel for the Company, dated as of such date, in substantially the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably request.A.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option the Second Closing Date, Date the Representatives shall have received the favorable opinion and negative assurance letter of Xxxxxx Coolxx Xxxward LLP, counsel for the Company, dated as of such dateClosing Date, in the forms form of which is attached hereto as Exhibit A-1 A (and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably requesthave received an additional [___] conformed copies of such counsel's legal opinion for each of the several Underwriters).

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives Representative shall have received the opinion and negative assurance letter of Xxxxxx Husch Xxxxxxxxx LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives Representative shall reasonably request, with executed copies for each of the other Underwriters named on the Prospectus cover page.

Opinion of Counsel for the Company. On The Representatives shall have received on each of the First Closing Date and each Option Closing DateDate an opinion, dated such date, in form and substance reasonably satisfactory to the Representatives shall have received and Xxxxxx & Xxxxxxx LLP, counsel for the opinion and negative assurance letter Underwriters, of Xxxxxx Proskauer Rose LLP, counsel for the Company, dated as of such date, to the effect set forth in the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably requestA hereto.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Hall & Xxxxxxx LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Xxxxxx, Xxxx & Xxxxxxxx LLP, counsel for the Company, dated as of such date, in form and substance reasonably satisfactory to the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably requestRepresentatives.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives Representative shall have received the opinion and letter of negative assurance letter of Xxxxxx LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives Representative shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx & Xxxxxxx LLP, counsel for the Company, dated as of such date, in the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLPXxxxxxx Xxxxxxxx & Xxxxxx, P.C., counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion letter and negative assurance letter of Xxxxxx Cxxxxx LLP, counsel for the Company, dated as of such date, substantially in the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and which shall be satisfactory, in form and substance, to such further effect as the Representatives shall reasonably requestUnderwriters.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives Representative shall have received the opinion of Gxxxxxxxx Txxxxxx, P.A. and negative assurance letter of Xxxxxx Gxxxxxxxx Traurig, LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives Representative shall reasonably request, with executed copies for each of the other Underwriters named on the Prospectus cover page.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLP, corporate and intellectual property counsel for the Company, dated as of such date, in form and substance reasonably satisfactory to the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably requestRepresentatives.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives Representative shall have received the opinion and negative assurance letter of Winston & Xxxxxx LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives Representative shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives Representative shall have received the opinion and negative assurance letter statement of Xxxxxx Xxxxxx, Xxxxx & Xxxxxxx LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives Representative shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives Representative shall have received the opinion and negative assurance letter of Xxxxxx Cxxxxx LLP, counsel for the Company, dated as of such datethe Closing Date, in the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives Representative shall reasonably request.

Opinion of Counsel for the Company. On The Representatives shall have received on each of the First Closing Date and each Option Closing DateDate an opinion, dated such date, in form and substance reasonably satisfactory to the Representatives shall have received and Lxxxxx & Wxxxxxx LLP, counsel for the opinion and negative assurance letter Underwriters, of Xxxxxx Bxxxxxx MxXxxxxxx LLP, counsel for the Company, dated as of such date, to the effect set forth in the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably requestB hereto.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives Representative shall have received the opinion letter and negative assurance letter of Xxxxxx LLPXxxxxxxxxx Xxxxxxx PC, counsel for the Company, dated as of such date, in the forms of which is attached hereto as Exhibit A-1 and Exhibit A-2, respectively, (and to the Representative shall have received an additional signed copy of such further effect as counsel’s legal opinion for each of the Representatives shall reasonably requestother several Underwriters).

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives Representative shall have received the opinion and negative assurance letter of Xxxxxx Godward Kronish LLP, counsel for the Company, dated as of such dateClosing Date, in the forms form of which are attached hereto as Exhibit A-1 Exhibits C-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably requestC-2.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Xxxxxxxxx Xxxxxxx, LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably request.A.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Sxxxxxx Xxxxxxx & Bxxxxxxx LLP, counsel for the Company, dated as of such datedate and addressed to the Underwriters, in form and substance reasonably satisfactory to the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably requestRepresentatives.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the an opinion and negative assurance letter of Xxxxxx Manatt, Pxxxxx & Pxxxxxxx, LLP, counsel for the Company, dated as of such date, in the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Xxxxxxx Xxxx & Xxxxxxxxx LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably request.A.

Opinion of Counsel for the Company. On The Representatives shall have received on each of the First Closing Date and each Option Closing DateDate an opinion, dated such date, in form and substance reasonably satisfactory to the Representatives shall have received and Xxxxxx & Xxxxxxx LLP, counsel for the opinion and negative assurance letter Underwriters, of Xxxxxx Xxxxxxx XxXxxxxxx LLP, counsel for the Company, dated as of such date, to the effect set forth in the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably requestB hereto.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Wxxxxxx Xxxx & Gxxxxxxxx LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably request.A.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLPXxxxxxxxxx & Xxxxx, P.A., counsel for the Company, dated as of such date, substantially in the forms form agreed upon attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received (i) the opinion and negative assurance letter of Xxxxxx LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably request.A.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives Representative shall have received the opinion and negative assurance letter of Xxxxxx Xxxxxxx Xxxxxx & Brand, LLP, counsel for the Company, dated as of such dateClosing Date, in the forms form of which is attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably request.Exhibits C.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Xxxxxx, Xxxxx & Bockius LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received (i) the opinion and (ii) the negative assurance letter letter, each of Xxxxxx LLPDLA Piper LLP (US), counsel for the Company, dated as of such date, in the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives Representative shall have received the opinion and negative assurance letter of Xxxxxx & Xxxxxxx LLP, counsel for the Company, dated as of such dateClosing Date, in the forms form of which are attached hereto as Exhibit A-1 Exhibits C-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably requestC-2.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLP, counsel for the Company, dated as of such date, in substantially the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably request.A.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion letter and negative assurance letter of Xxxxxx Xxxxxxxxxx Xxxxxxx LLP, counsel for the Company, dated as of such date, in the forms of which are attached hereto as Exhibit A-1 and Exhibit A-2, respectively, (and to such further effect as the Representatives shall reasonably requesthave received an additional signed copy of such counsel’s legal opinion for each of the other several Underwriters).

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives Representative shall have received the opinion and negative assurance letter of Xxxxxx LLPXxxxx, Xxxxx, Xxxx, Xxxxxx, Xxxxxxx and Xxxxx, P.C., counsel for the Company, dated as of such date, in form and substance previously agreed to with the forms attached hereto as Exhibit A-1 Representative and Exhibit A-2, respectively, and to such further effect as counsel for the Representatives shall reasonably requestUnderwriters.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Proskauer Rose LLP, counsel for the Company, dated as of such dateClosing Date, and a supplemental “negative assurances” letter from such counsel, in substantially the forms attached hereto as Exhibit A-1 C and Exhibit A-2, D respectively, and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives Representative shall have received the opinion and negative assurance letter of Xxxxxxxx Xxxxxx Xxxxxxxx Xxxxxxx LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives Representative shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Xxxxxxx Xxxxx & Xxxxxx LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, B and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the favorable opinion and 10b-5 negative assurance letter statement, dated as of such Closing Date, of (i) Xxxxxx Xxxxxx Xxxxxxxxx Xxxx and Xxxx LLP, counsel for the Company, dated the form of which is attached as Exhibit A-1, and (ii) Xxxx Xxxxxxxx of such datethe Company, in the forms form of which is attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion and negative assurance assurances letter of Xxxxxxxxx Xxxxxxx Xxxxxx Xxxxxxxxxx Xxxxxxxx & Xxxxxxxxx, LLP, counsel for the Company, dated as of such date, in form and substance reasonably satisfactory to the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably requestRepresentatives.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Xxxxxx, Xxxx & Xxxxxxxx LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLPXxxxxxx Xxxxxxxx & Xxxxxx, P.C., counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives shall reasonably request.

Opinion of Counsel for the Company. (a) On each of the First Closing Date and on each Option Closing Date, the Representatives shall have received the opinion and negative assurance letter of Xxxxxxx Xxxxxx LLP, counsel for the Company, dated as of such date, in substantially the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably request.A.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives Representative shall have received (i) the opinion and (ii) the negative assurance letter letter, each of Xxxxxxxxx Xxxxxxx Xxxxxx Xxxxxxxxxx Xxxxxxxx & Xxxxxxxxx, LLP, counsel for the Company, dated as of such date, in the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives Representative shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Xxxx Xxxxx LLP, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives shall reasonably request, with executed copies for each of the other Underwriters named on the Prospectus cover page.

Opinion of Counsel for the Company. On each of The Representatives shall have received on the First Closing Date and each Option Closing Date, the Representatives shall have received the Date an opinion and negative assurance letter of Xxxxxx XxXxxxx Long & Xxxxxxxx LLP, counsel for the Company, in form and substance satisfactory to the Representatives, dated as the applicable Closing Date and addressed to the Underwriters. Such legal opinion shall be in substantially the form of such date, in the forms Exhibit B attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably requesthereto.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLPXxxxxxx Xxxxxx & Xxxxx, LLP , counsel for to the Company, dated as of such datethe Closing Date and addressed to the Representatives, substantially in the forms form of Exhibit D attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably requesthereto.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion and negative assurance letter of Xxxxxx & Xxxxxxx LLP, counsel for the Company, dated as of such date, in form and substance satisfactory to the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably requestUnderwriters.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option the Second Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Godward LLP, counsel for the Company, dated as of such dateClosing Date, in the forms form of which is attached hereto as Exhibit A-1 A (and Exhibit A-2, respectively, and to such further effect as the --------- Representatives shall reasonably requesthave received an additional [___] conformed copies of such counsel's legal opinion for each of the several Underwriters).

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Axxxxx & Bird LLP, counsel for the Company, dated as of such dateClosing Date, in the forms form of which is attached hereto as Exhibit A-1 and Exhibit A-2, respectivelyA-1, and to such further effect the opinion of the Gxxxxxxxx Law Firm, counsel for the Company, the form of which is attached as Exhibit A-2 (and the Representatives shall reasonably requesthave received an additional two conformed copies of such counsel’s legal opinion for each of the several Underwriters).

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives Representative shall have received the opinion and negative assurance letter of Xxxxxx LLPPxxxxxx Xxxxx & Lxxxxxx, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, C and to such further effect as the Representatives Representative shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx LLPXxxxxxx Xxxxxxxx & Xxxxxx, Professional Corporation, counsel for the Company, in connection with the offer and sale of the Offered Securities, dated as of such date, in the forms attached hereto as Exhibit A-1 form and Exhibit A-2, respectively, and substance previously agreed to such further effect as with the Representatives shall reasonably requestand counsel for the Underwriters.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives shall have received the opinion and negative assurance letter of Xxxxxx Xxxxxxxx & Xxxxx LLP, counsel for to the Company, dated as of such datethe Closing Date and addressed to the Representatives, substantially in the forms form of Exhibit C attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably requesthereto.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the opinion and negative assurance letter of Xxxxxx & Bird LLP, counsel for the Company, dated as of such dateClosing Date, in the forms form of which is attached hereto as Exhibit A-1 and Exhibit A-2, respectivelyA-1, and to such further effect the opinion of the Xxxxxxxxx Law Firm, counsel for the Company, the form of which is attached as Exhibit A-2 (and the Representatives shall reasonably requesthave received an additional two conformed copies of such counsel's legal opinion for each of the several Underwriters).

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, the Representatives Representative shall have received the opinion and negative assurance letter of Xxxxxx LLPWxxxxx Xxxxxxx Xxxxxxxx & Rxxxxx, Professional Corporation, counsel for the Company, dated as of such date, in the forms form attached hereto as Exhibit A-1 and Exhibit A-2, respectively, A and to such further effect as the Representatives Representative shall reasonably request.

Opinion of Counsel for the Company. On each of the First Closing Date and each Option Closing Date, Date the Representatives shall have received the written opinion and negative assurance letter of Xxxxxx LLPXxxxxxx Xxxxxxxx & Xxxxxx, P.C., counsel for the Company, dated as of such date, in form and substance satisfactory to the forms attached hereto as Exhibit A-1 and Exhibit A-2, respectively, and to such further effect as the Representatives shall reasonably requestRepresentatives.