Common use of Subsequent Delivery of Legal Opinions Clause in Contracts

Subsequent Delivery of Legal Opinions. Each time that there is filed with the SEC any Quarterly Report on Form 10-Q or Annual Report on Form 10-K incorporated by reference into the Prospectus, and otherwise only (i) as may be required in connection with a sale pursuant to Section 3(a) or (ii) at such times as may be reasonably requested by the Agents in the event of a material change in circumstances in respect of the Company, the Company shall furnish or cause to be furnished forthwith, and in any case promptly upon request, to the Agent(s) and to counsel to the Agents the written opinion of in-house counsel to the Company, or other counsel satisfactory to the Agent(s), dated the date of filing with the SEC of such document, the date requested by the Agent(s) or the date of such sale, as the case may be, in form and substance reasonably satisfactory to the Agent(s), including such reductions or limitations as shall be reasonably satisfactory to the Agent(s), 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 or, in lieu of such opinion, counsel last furnishing such opinion to the Agents may furnish the Agent(s) with a letter substantially to the effect that the Agent(s) may rely on such last opinion to the same extent as though it were dated the date of such letter authorizing reliance (except that statements in such last opinion 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).

Subsequent Delivery of Legal Opinions. Each time that there is filed with the SEC any Quarterly Report on Form 10-Q Registration Statement or Annual Report on Form 10-K incorporated by reference into the Prospectus, and otherwise only Prospectus shall be amended or supplemented (i) except for an amendment or supplement limited to information as may be required in connection with to the offering or sale of a sale pursuant to Section 3(aparticular tranche of Notes) or (ii) at such times as may be reasonably requested a new Registration Statement is used by the Agents in Company with respect to the event of a material change in circumstances in respect of the CompanyNotes, the Company shall furnish or cause to be furnished forthwith, and in any case promptly upon request, to the Agent(s) and to counsel to the Agents the a written opinion of in-house counsel to the CompanyGeneral Counsel, Corporate Treasury and Assistant Secretary of the Company or other counsel satisfactory to the Agent(s)Agents, dated the date of filing with the SEC delivery of such document, the date requested by the Agent(s) or the date of such sale, as the case may beopinion, in form and substance reasonably satisfactory to the Agent(s)Agents, including such reductions or limitations of the same tenor as shall be reasonably satisfactory the opinion referred to the Agent(s), in Section 5(a) hereof 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 or the new Registration Statement, as the case may be, or, in lieu of such opinion, counsel last furnishing such opinion to the Agents may shall furnish the Agent(s) Agents with a letter substantially to the effect that the Agent(s) Agents may rely on such last opinion to the same extent as though it were dated the date of such letter authorizing reliance (except that statements in such last opinion 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 reliancereliance or the new Registration Statement, as the case may be).; and

Subsequent Delivery of Legal Opinions. Each time that there is filed with the SEC any Quarterly Report Registration Statement or the Prospectus shall be amended or supplemented through the filing of a quarterly report on Form 10-Q or Annual Report an annual report on Form 10-K incorporated by reference into or otherwise (except for an amendment or supplement limited to information as to the Prospectus, and otherwise only (i) as may be required in connection with offering or sale of a sale pursuant to Section 3(aparticular tranche of Notes) or (ii) at such times as may be reasonably requested a new Registration Statement is used by the Agents in Company with respect to the event of a material change in circumstances in respect of the CompanyNotes, the Company shall furnish or cause to be furnished forthwith, and in any case promptly upon request, to the Agent(s) and to counsel to the Agents the a written opinion of in-house counsel to the Company, Associate General Counsel - Treasury of the Company or of such other counsel satisfactory to the Agent(s)Agents, dated the date of filing with the SEC delivery of such document, the date requested by the Agent(s) or the date of such sale, as the case may beopinion, in form and substance reasonably satisfactory to the Agent(s)Agents, including such reductions or limitations of the same tenor as shall be reasonably satisfactory the opinion referred to the Agent(s), in Section 5(a) hereof 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 or the new Registration Statement, as the case may be, or, in lieu of such opinion, counsel last furnishing such opinion to the Agents may shall furnish the Agent(s) Agents with a letter substantially to the effect that the Agent(s) Agents may rely on such last opinion to the same extent as though it were dated the date of such letter authorizing reliance (except that statements in such last opinion 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 reliancereliance or the new Registration Statement, as the case may be).; and

Subsequent Delivery of Legal Opinions. Each time that there ------------------------------------- is filed with the SEC Commission any Quarterly Report on Form 10-Q or Annual Report on Form 10-K incorporated by reference into the Prospectus, and otherwise only (i) as may be required in connection with a sale pursuant to Section 3(a4(a) or (ii) at such times as may be reasonably requested by the Agents an Agent in the event of a material adverse change in circumstances in respect to the business, prospects, properties, financial position or results of operations of the CompanyTransaction Entities taken as a whole, the Company Transaction Entities shall furnish or cause to be furnished forthwith, and in any case promptly upon request, to the Agent(s) Agents and to counsel to the Agents the written opinion of in-house counsel to the Company, or other counsel satisfactory to the Agent(s)Transaction Entities, dated the date of filing with the SEC Commission of such document, the date requested by the Agent(s) Agents or the date of such sale, as the case may be, in form and substance reasonably satisfactory to the Agent(s)Agents, including such reductions or limitations as shall be reasonably satisfactory to the Agent(s)Agents, 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 or, in lieu of such opinion, counsel last furnishing such opinion to the Agents may furnish the Agent(s) Agents with a letter substantially to the effect that the Agent(s) Agents may rely on such last opinion to the same extent as though it were dated the date of such letter authorizing reliance (except that statements in such last opinion 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).

Subsequent Delivery of Legal Opinions. Each time that there is filed with the SEC any Quarterly Report on Form 10-Q or Annual Report on Form 10-K incorporated by reference into the Prospectus, and otherwise only (i) as may the Registration Statement or the Prospectus shall be required in connection with a sale pursuant amended or supplemented (other than by an amendment or supplement providing solely for the determination of the variable terms of the Notes or relating solely to Section 3(a) or the offering of securities other than the Notes), (ii) at such times the Company sells Notes to or through one or more Agents, whether as may be reasonably requested by principal or as agent or (iii) the Company sells Notes in a form not previously certified to the Agents in the event of a material change in circumstances in respect of by the Company, the Company shall furnish or cause to be furnished forthwith, and in any case promptly upon request, forthwith to the Agent(s) and to counsel to the Agents the written opinion of in-house Robexx Xxxxxxxx, Xxq., counsel to the Company, or other counsel satisfactory to the Agent(s), dated the date of filing with the SEC Commission or the date of effectiveness of such documentamendment or supplement, the date requested by the Agent(s) as applicable, or the date of such sale, as the case may be, in form and substance reasonably satisfactory to the Agent(s), including such reductions or limitations of the same tenor as shall be reasonably satisfactory the opinion referred to the Agent(s)in Section 5(b)(1) hereof, 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 or, in lieu of such opinion, counsel last furnishing such opinion to the Agents may shall furnish the Agent(s) with a letter substantially to the effect that the Agent(s) may rely on such last opinion to the same extent as though it were was dated the date of such letter authorizing reliance (except that statements in such last opinion 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).

Subsequent Delivery of Legal Opinions. Each time that there is filed with the SEC any Quarterly Report on Form 10-Q or Annual Report on Form 10-K incorporated by reference into the Prospectus, and otherwise only (i) as may be required in connection with a sale pursuant to Section 3(a) or (ii) at such times as may be reasonably requested by the Agents in the event of a material change in circumstances in respect of the Company, the Company shall furnish or cause to be furnished forthwith, and in any case promptly upon request, to the Agent(s) and to counsel to the Agents the written opinion of in-house counsel to the Company, or other counsel satisfactory to the Agent(s), dated the date of filing with the SEC of such document, the date requested by the Agent(s) or the date of such sale, as the case may be, in form and substance reasonably satisfactory to the Agent(s), including such reductions or limitations as shall be reasonably satisfactory to the Agent(s), 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 or, in lieu of such opinion, counsel last furnishing such opinion to the Agents may shall furnish the Agent(s) with a letter substantially to the effect that the Agent(s) may rely on such last opinion to the same extent as though it were dated the date of such letter authorizing reliance (except that statements in such last opinion 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).

Subsequent Delivery of Legal Opinions. Each time that the Registration Statement or the Prospectus shall be amended or supplemented (other than by an amendment or supplement providing solely for a change in the interest rate or formula applicable to the Notes or a change in the principal amount of Notes remaining to be sold or similar changes), or there is filed with the SEC any Quarterly Report on Form 10-Q or Annual Report on Form 10-K document incorporated by reference into the ProspectusProspectus (other than a document setting forth or incorporating by reference financial statements or other information as of and for a fiscal quarter, and otherwise only unless specifically requested by all of the Agents) or (i) as may be if required in connection with a sale pursuant the purchase of Notes by one or more Agents as principal) the Company sells Notes to Section 3(a) such Agent or (ii) at such times Agents as may be reasonably requested by the Agents in the event of a material change in circumstances in respect of the Companyprincipal, the Company and U S WEST shall furnish or cause to be furnished forthwith, and in any case promptly upon request, to the Agent(s) and to counsel to the Agents the a written opinion of in-house counsel to the CompanyCompany and U S WEST, or other counsel satisfactory to the Agent(s), dated the date of filing with the SEC delivery of such document, the date requested by the Agent(s) or the date of such sale, as the case may beopinion, in form and substance reasonably satisfactory satisfac-tory to the Agent(s), including such reductions or limitations of the same tenor as shall be reasonably satisfactory the opinion referred to the Agent(s), in Section 5(b)(1) hereof but modified, as necessary, to relate to the Registration Statement and the Prospectus as amended and supplemented supple-mented to the time of delivery of such opinion or, in lieu of such opinion, counsel last furnishing such opinion to the Agents may shall furnish the Agent(s) with a letter substantially to the effect that the Agent(s) may rely on such last opinion to the same extent as though it were was dated the date of such letter authorizing reliance (except that statements in such last opinion shall be deemed to relate to the Registration Registra-tion Statement and the Prospectus as amended and supplemented supple-mented to the time of delivery of such letter authorizing reliancereli-ance).

Subsequent Delivery of Legal Opinions. Each time that there is filed with the SEC any Quarterly Report on Form 10-Q or Annual Report on Form 10-K incorporated by reference into the Prospectus, and otherwise only (i) as may the Registration Statement or the Prospectus shall be amended or supplemented (other than by an amendment or supplement providing solely for the determination of the variable terms of the Notes or relating solely to the offering of securities other than the Notes), (ii) (if required in connection with a sale pursuant the purchase of Notes from the Operating Partnership by one or more Agents as principal) the Operating Partnership sells Notes to Section 3(a) one or more Agents as principal or (iiiii) at such times as may be reasonably requested the Operating Partnership sells Notes in a form not previously certified to the Agents by the Agents in the event of a material change in circumstances in respect of the CompanyOperating Partnership, the Company Operating Partnership shall furnish or cause to be furnished forthwith, and in any case promptly upon request, forthwith to the Agent(s) and to counsel to the Agents the written opinion of in-house Xxxxxx & Bird LLP, counsel to the CompanyOperating Partnership, or other counsel satisfactory to the Agent(s), dated the date of filing with the SEC Commission or the date of effectiveness of such documentamendment or supplement, the date requested by the Agent(s) as applicable, or the date of such sale, as the case may be, in form and substance reasonably satisfactory to the Agent(s), including such reductions or limitations of the same tenor as shall be reasonably satisfactory the opinion referred to the Agent(s)in Section 5(b)(1) hereof, 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 or, in lieu of such opinion, counsel last furnishing such opinion to the Agents may shall furnish the Agent(s) with a letter substantially to the effect that the Agent(s) may rely on such last opinion to the same extent as though it were was dated the date of such letter authorizing reliance (except that statements in such last opinion 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).