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

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger & Harrxxxx XXX, substantially in the form of Exhibit D hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of BrobxxxXxxxxxx, Xxleger Xxxxxxx & Harrxxxx XXXXxxxxxxx LLP, substantially in the form of Exhibit D C hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger & Harrxxxx XXX, substantially in the form of Exhibit D C hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of BrobxxxXxxxx, Xxleger Xxxxxxx & Harrxxxx XXXXxxxxxxxx, LLP, substantially in the form of Exhibit D heretopreviously agreed upon. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger Fenwick & Harrxxxx XXXWest LLP, substantially in the form of Exhibit D hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of BrobxxxTestx, Xxleger Xxrwxxx & Harrxxxx XXXXhibxxxxx, XXP, substantially in the form of Exhibit D hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger Fenwxxx & Harrxxxx XXXXest LLP, substantially in the form of Exhibit D hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger & Harrxxxx XXXUnderwriters' Counsel, substantially in the form of Exhibit D EXHIBIT C hereto. The Company shall have furnished to such counsel such documents as they may have reasonably requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of BrobxxxTestx, Xxleger Xxrwxxx & Harrxxxx XXXXhibxxxxx, XXP, substantially in the form of Exhibit D EXHIBIT C hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger & Harrxxxx Hale xxx Dorr XXX, substantially in the form of Exhibit D C hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger Xxlexxx & Harrxxxx Xarrxxxx XXX, substantially in the form of Exhibit D EXHIBIT C hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of BrobxxxXxxxxxx, Xxleger Xxxxxxx & Harrxxxx XXXXxxxxxxx LLP, substantially in the form of Exhibit D C hereto. The Company shall have furnished to such counsel such --------- documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of BrobxxxXxxxxx Xxxxxxx Xxxxxxxx & Xxxxxx, Xxleger & Harrxxxx XXXProfessional Corporation, substantially in the form of Exhibit D C hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of BrobxxxCravath, Xxleger Swaine & Harrxxxx XXXMoorx, xxunsel for the Underwriters, substantially in the form of Exhibit D C hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of BrobxxxTestx, Xxleger Xxrwxxx & Harrxxxx XXXXhibxxxxx, XXP, substantially in the form of Exhibit D hereto. C. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of BrobxxxXxxxxx & Xxxxxxx, Xxleger & Harrxxxx XXXcounsel for the Underwriters, substantially in form and substance reasonably satisfactory to the form Representatives, with respect to the sufficiency of Exhibit D heretoall corporate proceedings and other legal matters relating to this Agreement and the transactions contemplated hereby as the Representatives may reasonably require. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of BrobxxxXxxxxxx, Xxleger Phleger & Harrxxxx XXXXxxxxxxx LLP, substantially in the form of Exhibit D C hereto. The --------- Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger Sidley & Harrxxxx XXXAustin, substantially in the form of Exhibit D hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of BrobxxxXxxx Marks & Xxxxx LLP, Xxleger & Harrxxxx XXXcounsel for the Underwriters, substantially in the form of Exhibit D hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger & Harrxxxx XXXUnderwriters' Counsel, substantially in the form of Exhibit D C --------- hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of BrobxxxXxxxxx Xxxxxxx Xxxxxxxx & Xxxxxx, Xxleger & Harrxxxx XXXProfessional Corporation, substantially in the form of Exhibit D C hereto. The Company shall have --------- furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of BrobxxxWilsxx Xxxxxxx Xxxxxxxx & Xosaxx, Xxleger & Harrxxxx XXX, X.C. substantially in the form of Exhibit D hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of BrobxxxGibsxx, Xxleger Xxnn & Harrxxxx Xrutxxxx XXX, substantially in the form of Exhibit D C hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger & Harrxxxx XXXXxxxxx Godward LLP, substantially in the form of Exhibit D C hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of BrobxxxXxxxxxx, Xxleger Xxxxxxx & Harrxxxx XXXXxxxxxxx LLP, substantially in the form of Exhibit D hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or or, with respect to the Option Shares, the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger & Harrxxxx XXXCoolxx Xxxward LLP, substantially in the form of Exhibit D hereto. The Company shall have furnished to such counsel such documents as they reasonably may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger & Harrxxxx XXXXxxxxx Godward LLP, substantially in the form of Exhibit D hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger Alstxx & Harrxxxx XXX, Xird LLP substantially in the form of Exhibit D hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger & Harrxxxx XXXXxxx and Xxxx LLP, substantially in the form of Exhibit D C hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger & Harrxxxx Hale xxx Dorr XXX, substantially in the form of Exhibit D hereto. The Company shall have furnished to such counsel such documents as they may have reasonably requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger & Harrxxxx XXXUnderwriters' Counsel, substantially in the form of Exhibit D --------- hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger Shearman & Harrxxxx XXXSterling, substantially in the form of Exhibit EXHIBIT D hereto. The Company shall have furnished to such counsel such documents as they may have reasonably requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger Fenwick & Harrxxxx XXXWest LLP, substantially in the form of Exhibit D C hereto. --------- The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of BrobxxxWilsxx Xxxxxxx Xxxxxxxx & Xosaxx, Xxleger & Harrxxxx XXXXxofessional Corporation, substantially in the form of Exhibit D C hereto. The Company shall have furnished to such counsel such documents as they may have reasonably requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of BrobxxxFolex, Xxleger Xxag & Harrxxxx Xliox XXX, substantially in the form of Exhibit EXHIBIT D hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You The Representative shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger & Harrxxxx XXX, substantially in the form of Exhibit D hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of BrobxxxWilsxx Xxxxxxx Xxxxxxxx & Xosaxx, Xxleger & Harrxxxx XXX, substantially xxbstantially in the form of Exhibit D hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of BrobxxxFried, Xxleger Frank, Harris, Shrixxx & Harrxxxx XXXXacoxxxx, substantially in xxunsel for the form of Exhibit D heretoUnderwriters. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon render such mattersopinion.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger & Harrxxxx XXXXxxx and Xxxx LLP, substantially in the form of Exhibit D C hereto. --------- The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of BrobxxxXxxxxx Xxxxxxx Xxxxxxxx & Xxxxxx, Xxleger & Harrxxxx XXXProfessional Corporation, substantially in the form of Exhibit D C hereto. The Company shall have furnished --------- to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger Xxxxxx & Harrxxxx XXXXxxxxxx, substantially in the form of Exhibit D hereto. The Company shall have furnished ---------------- to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger O'Melveny & Harrxxxx Myerx XXX, substantially counsel for the Underwriters, in a form reasonably satisfactory to the form of Exhibit D heretoRepresentatives. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger & Harrxxxx XXXXxxx and Xxxx LLP ("Underwriters' Counsel"), substantially in the form of Exhibit D hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger Winston & Harrxxxx XXXXxxxxx, substantially in the form of Exhibit D C hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or and the Second Closing Date, as the case may be, an opinion of BrobxxxXxxx Marks & Xxxxx LLP, Xxleger & Harrxxxx XXXcounsel for the Underwriters, substantially in the form of Exhibit D hereto. The Company shall have furnished to such counsel such documents as they may have reasonably requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of BrobxxxXxxxxxx, Xxleger Phleger & Harrxxxx XXXXxxxxxxx LLP, substantially in the form of Exhibit D ------- C hereto. The Company shall have furnished to such counsel such documents as - they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of BrobxxxWilsxx Xxxxxxx Xxxxxxxx & Xosaxx, Xxleger & Harrxxxx XXXXxofessional Corporation, substantially in the form of Exhibit D C hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of BrobxxxXxxxxxx, Xxleger Phleger & Harrxxxx XXXXxxxxxxx LLP, substantially in the form of Exhibit D C hereto. --------- The Company shall have furnished to such counsel such documents as they may have reasonably requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of BrobxxxXxxxx, Xxleger Xxxxxxx & Harrxxxx XXXXxxxxxxxx, substantially in LLP, as to the form of matters identified on Exhibit D C --------- hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger Gray Xxxy Xxxx & Harrxxxx XXXXreidenrich LLP, substantially in the form of Exhibit D hereto. C hereto with such exceptions and qualifications as are customary in opinions of the type contemplated by Exhibit C. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or or, with respect to the Option Shares, the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger Xxlexxx & Harrxxxx Xarrxxxx XXX, substantially in the form of Exhibit D C hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger & Harrxxxx XXXCoolxx Xxxward LLP, substantially in the form of Exhibit D C hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger & Harrxxxx XXX_______________, substantially in the form of Exhibit D hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger & Harrxxxx Hale xxx Dorr XXX, substantially in the form of Exhibit D heretoreasonably satisfactory to you . The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger & Harrxxxx XXXXxxxxx Godward LLP, substantially in the form of Exhibit D C hereto. --------- The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger & Harrxxxx XXX, XXX substantially in the form of Exhibit D hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.

Opinion of Counsel for the Underwriters. You shall have received on the First Closing Date or the Second Closing Date, as the case may be, an opinion of Brobxxx, Xxleger & Harrxxxx XXXUnderwriters' Counsel, substantially in the form of Exhibit D C hereto. The Company shall have furnished to such counsel such documents as they may have requested for the purpose of enabling them to pass upon such matters.