Common use of Subsequent Delivery of Legal Opinions Clause in Contracts

Subsequent Delivery of Legal Opinions. As agreed to from time to time by the Agents and Global Funding, Global Funding shall furnish or cause to be furnished to the Agents legal opinions of internal counsel for the Company, counsel for the Company, counsel for the Global Funding Delaware Trustee and the Relevant Issuing Trust Trustee, counsel for Global Funding and the relevant Issuing Trust, counsel for the Indenture Trustee and counsel for Global Funding Administrator and the Issuing Trust Administrator, as applicable, dated the date agreed to by the Agents and Global Funding, in form and substance reasonably satisfactory to the Agents, of substantially the same tenor as the legal opinions referred to in Section 7(b)(i), Section 7(b)(iii), Section 7(b)(iv), Section 7(b)(v), Section 7(b)(vi), Section 7(b)(viii), Section 7(b)(ix), Section 7(b)(x), Section 7(b)(xi), Section 7(b)(xii), Section 7(b)(xiii) and Section 7(b)(xiv) hereof, as applicable, modified as necessary to relate to any report filed by the Company under Section 14 or Section 16(d) of the 1934 Act, to the time of delivery of such legal opinions or, in lieu of such legal opinions, counsel last furnishing such legal opinions to the Agents shall furnish such Agents with a letter substantially to the effect that the Agents may rely on such last legal opinions to the same extent as though it was dated the date of such letter authorizing reliance (except that statements in such last legal opinions shall be deemed to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such letter authorizing reliance).

Appears in 3 contracts

Samples: Distribution Agreement (Allstate Life Global Funding), Distribution Agreement (Allstate Life Global Funding), Distribution Agreement (Allstate Life Global Funding)

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Subsequent Delivery of Legal Opinions. As agreed to from time to time by In the Agents and Global Fundingevent of an Agent Request, Global Funding each of the Principal Entities shall furnish or cause to be furnished to the Agents promptly upon such Agent Request legal opinions of internal counsel for the Company, counsel for the CompanyPrincipal Entities Counsel, counsel for the Global Funding Delaware Trustee and the Relevant Issuing Trust Trustee, counsel for Global Funding and the relevant Issuing Trust, counsel for the Indenture Trustee and counsel for Global Funding Administrator and the Issuing Trust AdministratorBeneficial Owner, as applicable, dated the date agreed to by the Agents and Global Fundingin connection with such Agent Request, in form and substance reasonably satisfactory to the Agents, of substantially the same tenor as the legal opinions referred to in Section 7(b)(i6(b)(i), Section 7(b)(iii6(b)(iii), Section 7(b)(iv6(b)(iv), Section 7(b)(v6(b)(v), Section 7(b)(vi6(b)(vi), Section 7(b)(viii6(b)(vii), Section 7(b)(ix6(b)(xi), Section 7(b)(x), Section 7(b)(xi), Section 7(b)(xii), Section 7(b)(xiii6(b)(xii) and Section 7(b)(xiv6(b)(xiii) hereof, as applicable, modified as necessary to relate to any report filed by the Company Guarantor under Section 14 13 or Section 16(d15(d) of the 1934 Act, to the time of delivery of such legal opinions or, in lieu of such legal opinions, counsel last furnishing such legal opinions to the Agents shall furnish such Agents with a letter substantially to the effect that the Agents may rely on such last legal opinions to the same extent as though it was dated the date of such letter authorizing reliance (except that statements in such last legal opinions shall be deemed to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such letter authorizing reliance).

Appears in 2 contracts

Samples: Distribution Agreement (Principal Life Insurance Co), Distribution Agreement (Principal Life Insurance Co)

Subsequent Delivery of Legal Opinions. As agreed to from time to time by the Agents and Global Funding, Global Funding shall furnish or cause to be furnished to the Agents legal opinions of internal counsel for the Company, counsel for the Company, counsel for the Global Funding Delaware Trustee and the Relevant Issuing Trust Trustee, counsel for Global Funding and the relevant Issuing Trust, counsel for the Indenture Trustee and counsel for Global Funding Administrator and the Issuing Trust Administrator, as applicable, dated the date agreed to by the Agents and Global Funding, in form and substance reasonably satisfactory to the Agents, of substantially the same tenor as the legal opinions referred to in Section 7(b)(i6(b)(i), Section 7(b)(iii6(b)(iii), Section 7(b)(iv6(b)(iv), Section 7(b)(v6(b)(v), Section 7(b)(vi6(b)(vi), Section 7(b)(viii6(b)(viii), Section 7(b)(ix6(b)(ix), Section 7(b)(x6(b)(x), Section 7(b)(xi6(b)(xi), Section 7(b)(xii6(b)(xii), Section 7(b)(xiii6(b)(xiii) and Section 7(b)(xiv6(b)(xiv) hereof, as applicable, modified as necessary to relate to any report filed by the Company under Section 14 13 or Section 16(d15(d) of the 1934 Act, to the time of delivery of such legal opinions or, in lieu of such legal opinions, counsel last furnishing such legal opinions to the Agents shall furnish such Agents with a letter substantially to the effect that the Agents may rely on such last legal opinions to the same extent as though it was dated the date of such letter authorizing reliance (except that statements in such last legal opinions shall be deemed to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such letter authorizing reliance).

Appears in 2 contracts

Samples: Distribution Agreement (Allstate Life Global Funding), Distribution Agreement (Allstate Life Insurance Co)

Subsequent Delivery of Legal Opinions. As agreed to from time to time by In the Agents and Global Fundingevent of an Agent Request, Global Funding the Principal Entities shall furnish or cause to be furnished to the applicable Agents promptly upon such Agent Request legal opinions of internal counsel for the Company, counsel for the CompanyPrincipal Entities Counsel, counsel for the Global Funding Delaware Trustee and the Relevant Issuing Trust Trustee, counsel for Global Funding and the relevant Issuing Trust, counsel for the Indenture Trustee and counsel for Global Funding Administrator and the Issuing Trust AdministratorBeneficial Owner, as applicable, dated the date agreed to by the Agents and Global Fundingin connection with such Agent Request, in form and substance reasonably satisfactory to the applicable Agents, of substantially the same tenor as the legal opinions referred to in Section 7(b)(i), Section 7(b)(iii), Section 7(b)(iv), Section 7(b)(v), Section 7(b)(vi), Section 7(b)(viii), Section 7(b)(ix), Section 7(b)(x7(b)(vii), Section 7(b)(xi), Section 7(b)(xii), Section 7(b)(xiii) and Section 7(b)(xiv7(b)(xiii) hereof, as applicable, modified as necessary necessary, to the extent applicable, to relate to the issuance of any series of Notes (and the related Funding Agreement and Guarantee) and to any report filed by the Company Guarantor under Section 14 13 or Section 16(d15(d) of the 1934 Act, to the time of delivery of such legal opinions or, in lieu of such legal opinions, counsel last furnishing such legal opinions to the applicable Agents shall furnish such applicable Agents with a letter substantially to the effect that the applicable Agents may rely on such last legal opinions to the same extent as though it was dated the date of such letter authorizing reliance (except that statements in such last legal opinions shall be deemed to relate to the Registration Statement Statement, the applicable Time of Sale Prospectus, the Institutional Prospectus, the CoreNotes® Retail Prospectus and the Prospectus Generic Retail Prospectus, as applicable, as amended and supplemented to the time of delivery of such letter authorizing reliance).

Appears in 2 contracts

Samples: Distribution Agreement (Principal Life Insurance Co), Distribution Agreement (Principal Financial Group Inc)

Subsequent Delivery of Legal Opinions. As agreed to from time to time by In the Agents and Global Fundingevent of an Agent Request, Global Funding the Company shall furnish or cause to be furnished to the Agents promptly upon such Agent Request legal opinions of internal counsel for the Company, counsel for the CompanyCompany Counsel, counsel for the Global Funding Delaware Trustee and the Relevant Issuing Trust Trustee, counsel for Global Funding and the relevant Issuing Trust, counsel for the Indenture Trustee and counsel for Global Funding Administrator and the Issuing Trust AdministratorBeneficial Owner, as applicable, dated the date agreed to by the Agents and Global Fundingin connection with such Agent Request, in form and substance reasonably satisfactory to the Agents, of substantially the same tenor as the legal opinions referred to in Section 7(b)(i6(b)(i), Section 7(b)(iii6(b)(iii), Section 7(b)(iv6(b)(iv), Section 7(b)(v6(b)(v), Section 7(b)(vi6(b)(vi), Section 7(b)(viii6(b)(x), Section 7(b)(ix), Section 7(b)(x), Section 7(b)(xi), Section 7(b)(xii), Section 7(b)(xiii6(b)(xi) and Section 7(b)(xiv6(b)(xii) hereof, as applicable, modified as necessary to relate to any report filed by the Company under Section 14 13 or Section 16(d15(d) of the 1934 Act, to the time of delivery of such legal opinions or, in lieu of such legal opinions, counsel last furnishing such legal opinions to the Agents shall furnish such Agents with a letter substantially to the effect that the Agents may rely on such last legal opinions to the same extent as though it was dated the date of such letter authorizing reliance (except that statements in such last legal opinions shall be deemed to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such letter authorizing reliance).

Appears in 2 contracts

Samples: Ing Usa Annuity & Life Insurance Co, Ing Usa Annuity & Life Insurance Co

Subsequent Delivery of Legal Opinions. As agreed to from time to time by In the Agents and Global Fundingevent of an Agent Request, Global Funding the Company shall furnish or cause to be furnished to the applicable Agents promptly upon such Agent Request legal opinions of internal counsel for the Company, counsel for the CompanyCompany Counsel, counsel for the Global Funding Delaware Trustee and the Relevant Issuing Trust Trustee, counsel for Global Funding and the relevant Issuing Trust, counsel for the Indenture Trustee and counsel for Global Funding Administrator and the Issuing Trust AdministratorBeneficial Owner, as applicable, dated the date agreed to by the Agents and Global Fundingin connection with such Agent Request, in form and substance reasonably satisfactory to the applicable Agents, of substantially the same tenor as the legal opinions referred to in Section 7(b)(i), Section 7(b)(iii), Section 7(b)(iv), Section 7(b)(v), Section 7(b)(vi), Section 7(b)(viii), Section 7(b)(ix), Section 7(b)(x), Section 7(b)(xi), Section 7(b)(xii), Section 7(b)(xiii) and Section 7(b)(xiv7(b)(xii) hereof, as applicable, modified as necessary necessary, to the extent applicable, to relate to the issuance of any series of Notes (and the related Funding Agreement) and to any report filed by the Company under Section 14 13 or Section 16(d15(d) of the 1934 Act, to the time of delivery of such legal opinions or, in lieu of such legal opinions, counsel last furnishing such legal opinions to the applicable Agents shall furnish such applicable Agents with a letter substantially to the effect that the applicable Agents may rely on such last legal opinions to the same extent as though it was dated the date of such letter authorizing reliance (except that statements in such last legal opinions shall be deemed to relate to the Registration Statement Statement, the applicable Time of Sale Prospectus, the Institutional Prospectus and the Prospectus Retail Prospectus, as applicable, as amended and supplemented to the time of delivery of such letter authorizing reliance).

Appears in 1 contract

Samples: Distribution Agreement (Ing Usa Annuity & Life Insurance Co)

Subsequent Delivery of Legal Opinions. As agreed to from time to time by In the Agents and Global Fundingevent of an Issuance Request, Global Funding the Company shall furnish or cause to be furnished to the Agents applicable Agent(s) and Co-Agent(s) promptly upon such Issuance Request legal opinions of internal counsel for the Company, counsel for the CompanyCompany Counsel, counsel for the Global Funding Delaware Trustee and the Relevant Issuing Trust Trustee, counsel for Global Funding and the relevant Issuing Trust, counsel for the Indenture Trustee and counsel for Global Funding Administrator and the Issuing Trust AdministratorBeneficial Owner, as applicable, dated the date agreed to by the Agents and Global Fundingin connection with such Issuance Request, in form and substance reasonably satisfactory to the Agentsapplicable Agent(s) and Co-Agent(s), of substantially the same tenor as the legal opinions referred to in Section 7(b)(i6(b)(i), Section 7(b)(iii6(b)(iii), Section 7(b)(iv6(b)(iv), Section 7(b)(v6(b)(v), Section 7(b)(vi6(b)(vi), Section 7(b)(viii6(b)(x), Section 7(b)(ix), Section 7(b)(x), Section 7(b)(xi), Section 7(b)(xii), Section 7(b)(xiii6(b)(xi) and Section 7(b)(xiv6(b)(xii) hereof, as applicable, modified as necessary necessary, to the extent applicable, to relate to the Registration Statement, the Time of Sale Prospectus and the Base Prospectus, as applicable, as amended and supplemented, and to any report filed by the Company under Section 14 13 or Section 16(d15(d) of the 1934 Act, to in each case through the time of delivery of such legal opinions or, in lieu of such legal opinions, counsel last furnishing such legal opinions to the Agents applicable Agent(s) and Co-Agent(s) shall furnish such Agents applicable Agent(s) and Co-Agent(s) with a letter substantially to the effect that the Agents applicable Agent(s) and Co-Agent(s) may rely on such last legal opinions to the same extent as though it was dated the date of such letter authorizing reliance (except that statements in such last legal opinions shall be deemed to relate to the Registration Statement Statement, the Time of Sale Prospectus and the Prospectus Base Prospectus, as applicable, as amended and supplemented to the time of delivery of such letter authorizing reliance).

Appears in 1 contract

Samples: Distribution Agreement (Ge Life & Annuity Assurance Co)

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Subsequent Delivery of Legal Opinions. As agreed to from time to time by In the Agents and Global Fundingevent of an Agent request, Global Funding shall furnish or cause to be furnished to the Agents promptly upon such Agent request legal opinions of internal counsel for the Company, counsel for the Company, counsel for the Global Funding Delaware Trustee and the Relevant Issuing Trust Trustee, counsel for Global Funding and the relevant Issuing Trust, counsel for the Indenture Trustee and counsel for Global Funding Administrator and the Issuing Trust Administrator, as applicable, dated the date agreed to by the Agents and Global Fundingin connection with such Agent request, in form and substance reasonably satisfactory to the Agents, of substantially the same tenor as the legal opinions referred to in Section 7(b)(i6(b)(i), Section 7(b)(iii6(b)(iii), Section 7(b)(iv6(b)(iv), Section 7(b)(v6(b)(v), Section 7(b)(vi6(b)(vi), Section 7(b)(viii6(b)(viii), Section 7(b)(ix6(b)(ix), Section 7(b)(x6(b)(x), Section 7(b)(xi6(b)(xi), Section 7(b)(xii6(b)(xii), Section 7(b)(xiii6(b)(xiii) and Section 7(b)(xiv6(b)(xiv) hereof, as applicable, modified as necessary to relate to any report filed by the Company under Section 14 13 or Section 16(d15(d) of the 1934 Act, to the time of delivery of such legal opinions or, in lieu of such legal opinions, counsel last furnishing such legal opinions to the Agents shall furnish such Agents with a letter substantially to the effect that the Agents may rely on such last legal opinions to the same extent as though it was dated the date of such letter authorizing reliance (except that statements in such last legal opinions shall be deemed to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such letter authorizing reliance).

Appears in 1 contract

Samples: Allstate Life Insurance Co

Subsequent Delivery of Legal Opinions. As agreed to from time to time by In the Agents and Global Fundingevent of an Issuance Request, Global Funding the Company shall furnish or cause to be furnished to the Agents applicable Agent(s) and Co-Agent(s) promptly upon such Issuance Request legal opinions of internal counsel for the Company, counsel for the CompanyCompany Counsel, counsel for the Global Funding Delaware Trustee and the Relevant Issuing Trust Trustee, counsel for Global Funding and the relevant Issuing Trust, counsel for the Indenture Trustee and counsel for Global Funding Administrator and the Issuing Trust AdministratorBeneficial Owner, as applicable, dated the date agreed to by the Agents and Global Fundingin connection with such Issuance Request, in form and substance reasonably satisfactory to the Agentsapplicable Agent(s) and Co-Agent(s), of substantially the same tenor as the legal opinions referred to in Section 7(b)(i6(b)(i), Section 7(b)(iii6(b)(iii), Section 7(b)(iv6(b)(iv), Section 7(b)(v6(b)(v), Section 7(b)(vi6(b)(vi), Section 7(b)(viii6(b)(x), Section 7(b)(ix), Section 7(b)(x), Section 7(b)(xi), Section 7(b)(xii), Section 7(b)(xiii6(b)(xi) and Section 7(b)(xiv6(b)(xii) hereof, as applicable, modified as necessary necessary, to the extent applicable, to relate to any report filed by the Company under Section 14 13 or Section 16(d15(d) of the 1934 Act, to Act through the time of delivery of such legal opinions or, in lieu of such legal opinions, counsel last furnishing such legal opinions to the Agents applicable Agent(s) and Co-Agent(s) shall furnish such Agents applicable Agent(s) and Co-Agent(s) with a letter substantially to the effect that the Agents applicable Agent(s) and Co-Agent(s) may rely on such last legal opinions to the same extent as though it was dated the date of such letter authorizing reliance (except that statements in such last legal opinions shall be deemed to relate to the Registration Statement Statement, the Time of Sale Prospectus and the Prospectus Base Prospectus, as applicable, as amended and supplemented to the time of delivery of such letter authorizing reliance).

Appears in 1 contract

Samples: Distribution Agreement (Ge Life & Annuity Assurance Co)

Subsequent Delivery of Legal Opinions. As agreed to from time to time by In the Agents and Global Fundingevent of an Agent Request, Global Funding the Company shall furnish or cause to be furnished to the applicable Agents promptly upon such Agent Request legal opinions of internal counsel for the Company, counsel for the CompanyCompany Counsel, counsel for the Global Funding Delaware Trustee and the Relevant Issuing Trust Trustee, counsel for Global Funding and the relevant Issuing Trust, counsel for the Indenture Trustee and counsel for Global Funding Administrator and the Issuing Trust AdministratorBeneficial Owner, as applicable, dated the date agreed to by the Agents and Global Fundingin connection with such Agent Request, in form and substance reasonably satisfactory to the applicable Agents, of substantially the same tenor as the legal opinions referred to in Section 7(b)(i), Section 7(b)(ii) Section 7(b)(iii), Section 7(b)(iv), Section 7(b)(v), Section 7(b)(vi7(b)(vii), Section 7(b)(viii), Section 7(b)(ix), Section 7(b)(x), Section 7(b)(xi), Section 7(b)(xii), Section 7(b)(xiii) and Section 7(b)(xiv7(b)(ix) hereof, as applicable, modified as necessary necessary, to the extent applicable, to relate to the issuance of any series of Notes (and the related Funding Agreement) and to any report filed by the Company under Section 14 13 or Section 16(d15(d) of the 1934 Act, to the time of delivery of such legal opinions or, in lieu of such legal opinions, counsel last furnishing such legal opinions to the applicable Agents shall furnish such applicable Agents with a letter substantially to the effect that the applicable Agents may rely on such last legal opinions to the same extent as though it was dated the date of such letter authorizing reliance (except that statements in such last legal opinions shall be deemed to relate to the Registration Statement Statement, the applicable Time of Sale Prospectus, the Institutional Prospectus and the Prospectus Retail Prospectus, as applicable, as amended and supplemented to the time of delivery of such letter authorizing reliance).

Appears in 1 contract

Samples: Distribution Agreement (Ing Usa Annuity & Life Insurance Co)

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