0001144204-09-064230 Sample Contracts

Energy XXI (Bermuda) Limited 1,000,000 Shares 7.25% Convertible Perpetual Preferred Stock ($.001 par value per Share) Underwriting Agreement December 8, 2009
Underwriting Agreement • December 11th, 2009 • Energy Xxi (Bermuda) LTD • Oil & gas field exploration services • New York

In rendering such opinion, such counsel may (i) rely in respect of matters of fact upon certificates of officers and employees of the Company and the Subsidiaries and upon information obtained from public officials, (ii) assume that all documents submitted to such counsel as originals are authentic, that all copies submitted to such counsel conform to the originals thereof and that the signatures on all documents examined by such counsel are genuine, (iii) state that its opinion is limited to matters governed by federal law and the Delaware General Corporation Law and the Delaware Limited Liability Company Act and the laws of the State of Texas, and (iv) state that they express no opinion with respect to (A) any permits to own or operate any real or personal property or (B) state or local taxes or tax statutes to which any shareholders of the Company or any Subsidiary of the Company may be subject.

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