Common use of Company Counsel Legal Opinions Clause in Contracts

Company Counsel Legal Opinions. On each Representation Date, the Company shall cause to be furnished to the Agents, addressed to the Agents and in form and substance satisfactory to the Agents, written opinions of Proskauer Rose LLP, outside counsel for the Company, and a written opinion of Xxxxxxx LLP, Maryland counsel for the Company, as described in Section 4(d), to the effect set forth in Exhibit C-1, Exhibit C-2, Exhibit C-3 and Exhibit C-4 hereto but modified as necessary to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such opinion. In lieu of delivering such an opinion for dates subsequent to the commencement of the offering of the Shares under this Agreement such counsel may furnish the Agents with a letter (a “Reliance Letter”) to the effect that the Agents may rely on a prior opinion delivered under this Section 3(u) to the same extent as if it were dated the date of such letter (except that statements in such prior opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended or supplemented as of such subsequent date).

Company Counsel Legal Opinions. On each Representation Date, the Company shall cause to be furnished to the Agents, dated on or about such date and addressed to the Agents and Agents, in form and substance satisfactory to the Agents, the written opinions of Proskauer Rose Vxxxxxx LLP, outside counsel for the Company, and a written opinion of Xxxxxxx LLP, Maryland counsel for the Company, as described in Section 4(d), (i) to the effect set forth in Exhibit C-1C hereto as to corporate and securities matters and (ii) to the effect set forth in Exhibit D hereto as to tax matters, Exhibit C-2, Exhibit C-3 and Exhibit C-4 hereto but modified in each case as necessary to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such opinion. In lieu of delivering such an opinion for dates subsequent to the commencement of the offering of the Shares under this Agreement such counsel may furnish the Agents with a letter (a “Reliance Letter”) to the effect that the Agents may rely on a prior opinion delivered under this Section 3(u) to the same extent as if it were dated the date of such letter (except that statements in such prior opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended or supplemented as of such subsequent date).

Company Counsel Legal Opinions. On each Representation Date, the Company shall cause to be furnished to the Agents, dated as of such date and addressed to the Agents and Agents, in form and substance satisfactory to the Agents, the written opinions of Proskauer Rose O’Melveny & Xxxxx LLP, Xxxxxxxx & Xxxxx LLP and DLA Piper LLP, outside counsel for the Company, and a written opinion of Xxxxxxx LLP, Maryland counsel counsels for the Company, as described in Section Sections 4(d), to the effect set forth in Exhibit C-14(e) and 4(f), Exhibit C-2, Exhibit C-3 and Exhibit C-4 hereto but modified as necessary to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such opinionrespectively. In lieu of delivering such an opinion for dates subsequent to the commencement of the offering of the Shares under this Agreement such counsel may furnish the Agents with a letter (a “Reliance Letter”) reliance letter” to the effect that the Agents may rely on a prior opinion delivered under this Section 3(u3(s) to the same extent as if it were dated the date of such letter (except that statements in such prior opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended or supplemented as of such subsequent date). The obligations of the Company under this Section 3(s) shall be deferred during any Suspension Period and shall recommence upon the termination of such Suspension Period.

Company Counsel Legal Opinions. On each Representation Date, the Company shall cause to be furnished to the AgentsBMOCM, dated as of such date and addressed to the Agents and BMOCM, in form and substance reasonably satisfactory to BMOCM, the Agents, written opinions of Proskauer Rose LLP, outside counsel for the Company, and a written opinion of Xxxxxxx LLPMorgan, Maryland Lxxxx & Xxxxxxs LXX, xxxside counsel for the Company, as described in Section 4(d), substantially to the effect set forth in Exhibit C-1, Exhibit C-2, Exhibit C-3 and Exhibit C-4 C attached hereto (with the appropriate form to be delivered based on the criteria noted on such Exhibit) but modified as necessary to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such opinion. In lieu of delivering such an opinion for dates subsequent to the commencement of the offering of the Class A Common Shares under this Agreement such counsel may furnish the Agents BMOCM with a letter (a “Reliance Letter”) to the effect that the Agents BMOCM may rely on a prior opinion delivered under this Section 3(u) to the same extent as if it were dated the date of such letter (except that statements in such prior opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended or supplemented as of such subsequent date).

Company Counsel Legal Opinions. On each Representation Date, the Company shall cause to be furnished to the AgentsBMOCM, dated as of such date and addressed to the Agents and BMOCM, in form and substance reasonably satisfactory to BMOCM, the Agents, written opinions opinion of Proskauer Rose Norton Xxxx Xxxxxxxxx US LLP, outside counsel for the Company, and a written opinion of Xxxxxxx LLP, Maryland counsel for the Company, as described in Section 4(d), substantially to the effect set forth in Exhibit C-1, Exhibit C-2, Exhibit C-3 and Exhibit C-4 C attached hereto (with the appropriate form to be delivered to be based on the criteria noted on such Exhibit) but modified as necessary to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such opinion. In lieu of delivering such an opinion for dates subsequent to the commencement of the offering of the Shares under this Agreement such counsel may furnish the Agents BMOCM with a letter (a “Reliance Letter”) to the effect that the Agents BMOCM may rely on a prior opinion delivered under this Section 3(u3(s) to the same extent as if it were dated the date of such letter (except that statements in such prior opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended or supplemented as of such subsequent date).

Company Counsel Legal Opinions. On each Representation Date, the Company shall cause to be furnished to the Agents, addressed to the Agents and in form and substance satisfactory to the Agents, written opinions of Proskauer Rose LLP, outside counsel for the Company, and a written opinion of Xxxxxxx Vxxxxxx LLP, Maryland counsel for the Company, as described in Section 4(d), to the effect set forth in Exhibit C-1, Exhibit C-2, Exhibit C-3 and Exhibit C-4 hereto but modified as necessary to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such opinion. In lieu of delivering such an opinion for dates subsequent to the commencement of the offering of the Shares under this Agreement such counsel may furnish the Agents with a letter (a “Reliance Letter”) to the effect that the Agents may rely on a prior opinion delivered under this Section 3(u3(t) to the same extent as if it were dated the date of such letter (except that statements in such prior opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended or supplemented as of such subsequent date).