Common use of Opinion of Counsel for Company Clause in Contracts

Opinion of Counsel for Company. At the Closing Date, the Representatives shall have received the favorable opinions, dated as of Closing Date, of Xxxxxxxx & Xxxxx LLP, counsel for the Company (“K&E”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to the Representatives, together with signed or reproduced copies of such opinions for each of the other Underwriters.

Opinion of Counsel for Company. At On the Closing Date, the Representatives shall have received the favorable opinionsopinion, dated as of the Closing Date, of Xxxxxxxx & Xxxxx Lovells US LLP, counsel for the Company (“K&E”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to counsel for the RepresentativesUnderwriters, together with signed or reproduced copies of such opinions letter for each of the other Underwriters, to the effect set forth in Exhibit B hereto and to such further effect as counsel to the Underwriters may reasonably request.

Opinion of Counsel for Company. At the Closing Date, the Representatives shall have received the favorable opinionsopinion, dated as of Closing Date, of Xxxxxxxx Xxxxx Xxxxxx & Xxxxx Xxxxxx LLP, counsel for the Company (“K&ECompany Counsel”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to counsel for the RepresentativesUnderwriters, together with signed or reproduced copies of such opinions letter for each of the other Underwriters, to the effect set forth in Exhibit E hereto.

Opinion of Counsel for Company. At the Closing Date, the Representatives shall have received a written opinion, addressed to the favorable opinions, Underwriters and dated as of the Closing Date, of Xxxxxxxx Xxxxxx & Xxxxx Xxxxxx LLP, counsel for the Company (“K&ECompany Counsel”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to the Representatives, together with signed or reproduced copies of such opinions for each of substantially in the other Underwriters.form attached hereto as Exhibit E.

Opinion of Counsel for Company. At the Closing Date, the Representatives Representative shall have received the favorable opinionsopinion, dated as of Closing Date, of Xxxxxxxx Xxxxx Xxxxxx & Xxxxx Xxxxxx LLP, counsel for the Company (“K&ECompany Counsel”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to counsel for the RepresentativesUnderwriters, together with signed or reproduced copies of such opinions letter for each of the other Underwriters, to the effect set forth in Exhibit E hereto.

Opinion of Counsel for Company. At the Closing Date, the Representatives shall have received the favorable opinions, dated as of Closing Date, of Xxxxxxxx & Xxxxx LLPDay, counsel for the Company (“K&ECompany Counsel”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to the Representatives, together with signed or reproduced copies of such opinions opinion for each of the other Underwriters.

Opinion of Counsel for Company. At the Closing Date, the Representatives shall have received the favorable opinions, dated as of Closing Date, of Xxxxxxxx & Xxxxx (A) Xxxxxxx Xxxxxxx LLP, counsel for the Company (“K&ECompany Counsel”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to the Representativescounsel for the Underwriters, together with signed or reproduced copies of such opinions to the effect set forth in Exhibit D hereto and (B) Xxxxx & Lardner LLP, Intellectual Property counsel for each of the other Company (“Intellectual Property Counsel”), in form and substance satisfactory to the counsel for the Underwriters, to the effect set forth in Exhibit E hereto.

Opinion of Counsel for Company. At On the Closing Date, the Representatives shall have received the favorable opinionsopinion, dated as of the Closing Date, of Xxxxxxxx & Xxxxx Xxxxxxx US LLP, counsel for the Company (“K&E”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to counsel for the RepresentativesUnderwriters, together with signed or reproduced copies of such opinions letter for each of the other Underwriters, to the effect as counsel to the Underwriters may reasonably request.

Opinion of Counsel for Company. At the Closing Date, the Representatives shall have received the favorable opinions, dated as of Closing Date, of Xxxxxxxx & Xxxxx LLPDLA Piper LLP (US), counsel for the Company (“K&ECompany Counsel”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to the Representatives, together with signed or reproduced copies and of such opinions Xxxxxxx X. Xxxxxxxxx, in-house intellectual property counsel for each of the other UnderwritersCompany, in form and substance satisfactory to the Representatives.

Opinion of Counsel for Company. At the Closing Date, the ------------------------------ Representatives shall have received the favorable opinionsopinion, dated as of the Closing Date, of Xxxxxxxx Xxxxxx Xxxxxxx Xxxxxxxxx & Xxxxx LLPXxxx, PLLC, counsel for the Company (“K&E”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to counsel for the RepresentativesUnderwriters, together with signed or reproduced copies of such opinions letter for each of the other Underwriters, to the effect set forth in Exhibit A hereto and to such further effect as counsel to the Underwriters may reasonably request.

Opinion of Counsel for Company. At the Closing Date, the Representatives The Representative shall have received the favorable opinionsan opinion, dated as of such Closing Date, of Xxxxxxx Xxxxx Xxxxx Xxxxxxxx & Xxxxx LLP, counsel for the Company (“K&E”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to the RepresentativesRepresentative, together with signed or reproduced copies of such opinions for each of to the other Underwriterseffect set forth in Schedule C hereto.

Opinion of Counsel for Company. At the Closing DateTime, the Representatives Representative shall have received the favorable opinionsopinion and negative assurance letter, dated as of the Closing DateTime and relating to the Initial Securities, of Xxxxxxxx & Xxxxx Xxxxxx LLP, counsel for the Company (“K&E”), and of the Company’s General Counsel, in the form and substance reasonably satisfactory to the Representatives, together with signed or reproduced copies of such opinions for each of the other Underwritersset forth in Exhibit A hereto.

Opinion of Counsel for Company. At the Closing Date, the Representatives shall have received the favorable opinions, dated as of Closing Date, of Xxxxxxxx & Xxxxx LLP, counsel for the Company (“K&ECompany Counsel”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to the Representatives, together with signed or reproduced copies of such opinions for each of the other Underwriters.

Opinion of Counsel for Company. At the Closing Date, the Representatives shall have received the favorable opinionsopinion, dated as of the Closing Date, of Xxxxxxxx & Xxxxx Lord LLP, counsel for the Company (“K&ECompany Counsel”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to the Representatives, together with signed or reproduced copies of such opinions opinion for each of the other Underwriters, to the effect set forth in Exhibit D hereto and to such further effect as the Representatives may reasonably request.

Opinion of Counsel for Company. At On the Closing Date, the Representatives shall have received the favorable opinionsopinion and negative assurance letter, dated as of the Closing Date, of Xxxxxxxx & Xxxxx Lovells US LLP, counsel for the Company (“K&E”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to counsel for the RepresentativesUnderwriters, together with signed or reproduced copies of such opinions letter for each of the other Underwriters, to the effect set forth in Exhibit B hereto and to such further effect as counsel to the Underwriters may reasonably request.

Opinion of Counsel for Company. At On the Closing Date, the Representatives shall have received the favorable opinionsopinion, dated as of the Closing Date, of Xxxxxxxx & Xxxxx Lovells US LLP, counsel for the Company (“K&E”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to counsel for the RepresentativesUnderwriters, together with signed or reproduced copies of such opinions letter for each of the other Underwriters, to the effect as counsel to the Underwriters may reasonably request.

Opinion of Counsel for Company. At the Closing DateTime, the Representatives Representative shall have received the favorable opinions, dated as of Closing Date, of Xxxxxxxx & from Xxxxx Xxxxxxx US LLP, counsel for the Company (“K&E”)Company, an opinion and a negative assurance letter, addressed to the Representative and dated the day of the Company’s General CounselClosing Time, in form and substance reasonably satisfactory to the Representatives, together with signed or reproduced copies of such opinions for each of the other UnderwritersRepresentative.

Opinion of Counsel for Company. At On the Closing Date, the Representatives shall have received the favorable opinionsopinion, dated as of the Closing Date, of Xxxxxxxx & Xxxxx Hogan Lovells US LLP, counsel for the Company (“K&E”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to counsel for the RepresentativesUnderwriters, together with signed or reproduced copies of such opinions letter for each of the other Underwriters, to the effect set forth in Exhibit E hereto and to such further effect as counsel to the Underwriters may reasonably request.

Opinion of Counsel for Company. At the Closing Date, the Representatives shall have received the favorable opinionsopinion, dated as of Closing Date, of Xxxxxxxx Weil, Gotshal & Xxxxx Xxxxxx LLP, counsel for the Company (“K&ECompany Counsel”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to the Representatives, together with signed or reproduced copies of such opinions opinion for each of the other Underwriters, to the effect set forth in Exhibit E hereto and to such further effect as the Representatives may reasonably request.

Opinion of Counsel for Company. At the Closing Date, the Representatives Representative shall have received the favorable opinions, dated as of Closing Date, of Xxxxxxxx Gallop, Jxxxxxx & Xxxxx LLPNxxxxx, X.X., counsel for the Company (“K&ECompany Counsel”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to counsel for the RepresentativesUnderwriters, together with signed or reproduced copies of such opinions letter for each of the other Underwriters, to the effect set forth in Exhibit F hereto and to such further effect as counsel to the Underwriters may reasonably request.

Opinion of Counsel for Company. At the Closing Date, the Representatives shall have received the favorable opinionsopinion, dated as of the Closing Date, of Xxxxxxxx Xxxxxx & Xxxxx Xxxxxx LLP, counsel for the Company (“K&ECompany Counsel”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to the Representatives, together with signed or reproduced copies of such opinions opinion for each of the other Underwriters, to the effect set forth in Exhibit D hereto and to such further effect as the Representatives may reasonably request.

Opinion of Counsel for Company. At the Closing Date, the Representatives Representative shall have received the favorable opinionsopinion, dated as of the Closing Date, of Xxxxxxxx Skadden, Arps, Slate, Xxxxxxx & Xxxxx Xxxx LLP, counsel for the Company (“K&E”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to counsel for the RepresentativesInitial Purchasers, together with signed or reproduced copies of such opinions letter for each of the other UnderwritersInitial Purchasers, substantially to the effect set forth in Exhibit A hereto.

Opinion of Counsel for Company. At On the Closing Date, the Representatives shall have received the favorable opinionsopinion, dated as of the Closing Date, of Xxxxxxxx Xxxxx & Xxxxx LLPXxxxxxx L.L.P., counsel for the Company (“K&E”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to counsel for the RepresentativesUnderwriters, together with signed or reproduced copies of such opinions letter for each of the other Underwriters, to the effect set forth in Exhibit B hereto and to such further effect as counsel to the Underwriters may reasonably request.

Opinion of Counsel for Company. At the Closing Date, the Representatives shall have received the favorable opinionsopinion and negative assurance statement, dated as of the Closing Date, of Xxxxxxxx & Xxxxx Dechert LLP, counsel for the Company (“K&ECompany Counsel”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to the Representatives, together with signed or reproduced copies of such opinions opinion for each of the other Underwriters, to the effect set forth in Exhibit E hereto and to such further effect as the Representatives may reasonably request.

Opinion of Counsel for Company. At the Closing Date, the Representatives shall have received the favorable opinionsopinion and negative assurance letter, dated as of Closing Date, of Xxxxxxxx & Xxxxx LLP, counsel for the Company (“K&E”)Company, and of the Company’s General Counsel, in form and substance reasonably satisfactory to the Representatives, together with signed or reproduced copies of such opinions opinion and letter for each of the other Underwriters.

Opinion of Counsel for Company. At the Closing Date, the Representatives shall have received the favorable opinions, dated as of Closing Date, of Xxxxxxxx & Xxxxx LLPDLA Piper LLP (US), counsel for the Company (“K&ECompany Counsel”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to the Representatives, together with signed or reproduced copies and of such opinions Rxxxxxx X. Xxxxxxxxx, in-house intellectual property counsel for each of the other UnderwritersCompany, in form and substance satisfactory to the Representatives.

Opinion of Counsel for Company. At the Closing Date, the Representatives Representative shall have received the favorable opinionsopinion, dated as of Closing Date, of Xxxxxxxx Xxxxxxx Xxxxx & Xxxxx LLP, counsel for the Company (“K&E”"Company Counsel"), and of the Company’s General Counsel, in form and substance reasonably satisfactory to counsel for the RepresentativesUnderwriters, together with signed or reproduced copies of such opinions letter for each of the other Underwriters, to the effect set forth in Exhibit F hereto and to such further effect as counsel to the Underwriters may reasonably request.

Opinion of Counsel for Company. At the Closing Date, the Representatives shall have received the favorable opinionsopinion, dated as of the Closing Date, of Xxxxxxxx Xxxxxx Xxxxxxx Xxxxxxxxx & Xxxxx LLPXxxx, PLLC, counsel for the Company (“K&E”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to counsel for the RepresentativesUnderwriters, together with signed or reproduced copies of such opinions letter for each of the other Underwriters, to the effect set forth in Exhibit A hereto and to such further effect as counsel to the Underwriters may reasonably request.

Opinion of Counsel for Company. At the Closing Date, the Representatives and the Principal Selling Shareholder shall have received the favorable opinionsopinion, dated as of Closing Date, of Xxxxxxxx Pxxxxxx Xxxxx & Xxxxx Exxxx LLP, counsel for the Company (“K&ECompany Counsel”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to counsel for the RepresentativesUnderwriters, together with signed or reproduced copies of such opinions letter for each of the other Underwriters, to the effect set forth in Exhibit C hereto and to such further effect as counsel to the Underwriters may reasonably request.

Opinion of Counsel for Company. At the Closing Date or any Option Closing Date, as applicable, the Representatives Representative shall have received the favorable opinionsopinion, dated as of Closing Date or the applicable Option Closing Date, as applicable, of Xxxxxxxx & Xxxxx LLPDay, counsel for the Company (“K&ECompany Counsel”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to the RepresentativesRepresentative, together with signed or reproduced copies of such opinions letter for each of the other Underwriters.

Opinion of Counsel for Company. At the On such Closing Date, the Representatives shall have received the favorable opinionsXxxxxxxxx Xxxxxxx, dated as of Closing Date, of Xxxxxxxx & Xxxxx LLP, counsel for the Company (“K&E”)Company, and shall have furnished to the Representative their favorable written opinion, dated as of the Company’s General Counsel, such Closing Date in form and substance reasonably satisfactory to counsel for the Representatives, together with signed or reproduced copies of such opinions for each of the other Underwriters.

Opinion of Counsel for Company. At the Closing Date, the Representatives Representative shall have received the favorable opinionsopinions and negative assurance statement, dated as of the Closing Date, of Xxxxxxxx Xxxxxx, Xxxxx & Xxxxx Xxxxxxx LLP, counsel for the Company (“K&ECompany Counsel”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to the RepresentativesRepresentative, together with signed or reproduced copies of such opinions opinion for each of the other Underwriters.

Opinion of Counsel for Company. At On the Closing Date, the Representatives shall have received the favorable opinionsopinion, dated as of the Closing Date, of Xxxxxxxx & Xxxxx Lovells US LLP, counsel for the Company (“K&E”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to counsel for the RepresentativesUnderwriters, together with signed or reproduced copies of such opinions letter for each of the other Underwriters, to the effect set forth in Exhibit E hereto and to such further effect as counsel to the Underwriters may reasonably request.

Opinion of Counsel for Company. At the Closing Date, the Representatives shall have received the favorable opinionsopinion and negative assurance letter, dated as of Closing Date, of Xxxxxxx Xxxxxxx & Xxxxxxxx & Xxxxx LLP, counsel for the Company (“K&ECompany Counsel”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to the Representatives, together with signed or reproduced copies of such opinions opinion for each of the other Underwriters, to the effect set forth in Exhibit E hereto and to such further effect as the Representatives may reasonably request.

Opinion of Counsel for Company. At the Closing Date, the Representatives shall have received the favorable opinionsopinion, dated as of Closing Date, of Xxxxxxxx Xxxxx & Xxxxx Xxxxxxxxx LLP, counsel for the Company (“K&ECompany Counsel”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to the Representatives, together with signed or reproduced copies of such opinions opinion for each of the other Underwriters.

Opinion of Counsel for Company. At the Closing Date, the Representatives shall have received the favorable opinions, dated as of Closing Date, of Xxxxxxxx & Xxxxx LLPDLA Piper LLP (US), counsel for the Company (“K&ECompany Counsel”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to the Representatives, together with signed or reproduced copies of such opinions opinion for each of the other Underwriters, and of Xxxxxxx X Xxxxxxxxx, in-house intellectual property counsel for the Company, in form and substance satisfactory to the Representatives, together with signed or reproduced copies of such opinion for each of the other Underwriters.

Opinion of Counsel for Company. At the Closing Date, the Representatives shall have received the favorable opinionsopinion, dated as of the Closing Date, of Xxxxxxxx Lxxxx Lord Bxxxxxx & Xxxxx Lxxxxxx LLP, counsel for the Company (“K&ECompany Counsel”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to the Representativescounsel for the Underwriters, together with signed or reproduced copies of such opinions letter for each of the other Underwriters, to the effect set forth in Exhibit E hereto.

Opinion of Counsel for Company. At the Closing Date, the Representatives shall have received the favorable opinionsopinion, dated as of the Closing Date, of Xxxxxxxx & Xxxxx LLPHaynxx xxx Boonx, XXP, counsel for the Company (“K&E”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to counsel for the RepresentativesUnderwriters, together with signed or reproduced copies of such opinions letter for each of the other Underwriters, to the effect set forth in Exhibit A hereto and to such further effect as counsel to the Underwriters may reasonably request.

Opinion of Counsel for Company. At the Closing Date, the Representatives shall have received the favorable opinionsopinion, dated as of the Closing Date, of Xxxxxxxx Xxxxxx & Xxxxx LLPXxxxxx PLLC, counsel for the Company (“K&ECompany Counsel”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to the Representatives, together with signed or reproduced copies of such opinions opinion for each of the other Underwriters, to the effect set forth in Exhibit E hereto and to such further effect as the Representatives may reasonably request.

Opinion of Counsel for Company. At the Closing Date, the Representatives Representative shall have received the favorable opinionsopinion, dated as of the Closing Date, of Xxxxxxxx & Xxxxx Xxxxxx Xxxxxxxx and Xxxx LLP, counsel for the Company (“K&E”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to counsel for the RepresentativesInitial Purchasers, together with signed or reproduced copies of such opinions letter for each of the other UnderwritersInitial Purchasers, substantially to the effect set forth in Exhibit B hereto.

Opinion of Counsel for Company. At the Closing Date, the Representatives shall have received the favorable opinionsopinion, dated as of Closing Date, of Xxxxxxxx & Xxxxx Xxxxxxx XxXxxxxxx LLP, counsel for the Company (“K&E”"Company Counsel"), and of the Company’s General Counsel, in form and substance reasonably satisfactory to the Representatives, together with signed or reproduced copies of such opinions opinion for each of the other Underwriters, to the effect set forth in Exhibit G hereto.

Opinion of Counsel for Company. At the Closing Date, the Representatives and the Principal Selling Shareholders shall have received the favorable opinionsopinion, dated as of Closing Date, of Xxxxxxxx Xxxxxxx Xxxxx & Xxxxx LLP, counsel for the Company (“K&ECompany Counsel”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to counsel for the RepresentativesUnderwriters, together with signed or reproduced copies of such opinions letter for each of the other Underwriters, to the effect set forth in Exhibit F hereto and to such further effect as counsel to the Underwriters may reasonably request.

Opinion of Counsel for Company. At (i) On the Closing Date, the Representatives shall have received the favorable opinionsopinions and letter, dated as of the Closing Date, of Xxxxxxxx & Xxxxx Xxxxxxxx LLP, U.S. counsel for the Company (“K&E”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to counsel for the RepresentativesUnderwriters, together with signed or reproduced copies of such opinions opinion and letter for each of the other Underwriters, to the effect set forth in Exhibit A hereto and to such further effect as counsel to the Underwriters may reasonably request.

Opinion of Counsel for Company. At the Closing Date, the Representatives shall have received the favorable opinionsopinion and the negative assurance letter, each dated as of the Closing Date, of Xxxx Xxxxxxxx & Xxxxx LLP, counsel for the Company, together with the opinion of Xxxxxx Xxxxxxx Xxxxxxxx & Xxxxxx, special counsel for the Company (“K&E”)with respect to intellectual property matters, and of the Company’s General Counsel, each in form and substance reasonably satisfactory to counsel for the Representatives, together with signed or reproduced copies of such opinions for each of the other Underwriters.

Opinion of Counsel for Company. At the Closing Date, the Representatives Representative shall have received the favorable opinions, dated as of Closing Date, of Xxxxxx Xxxxxxxx & Xxxxx LLP, counsel for the Company (“K&ECompany Counsel”), and of the Company’s General Counsel, in form and substance reasonably satisfactory to counsel for the RepresentativesUnderwriters, together with signed or reproduced copies of such opinions letter for each of the other Underwriters, to the effect set forth in Exhibit E and Exhibit F hereto and to such further effect as the Representative or counsel to the Underwriters may reasonably request.