Legal Opinions. The Administrative Agent shall have received the executed legal opinion of # Davis Polk & Wardwell LLP, New York counsel to the Company, substantially in the form of Exhibit E-11] and # in-house counsel to the Company, substantially in the form of Exhibit E-22].
The Administrative Agent shall have received legal opinions, dated the Amendment Effective Date, of # Davis Polk & Wardwell LLP, New York counsel to the Company and # an in house counsel of the Company serving as either the Secretary or an Assistant Secretary of the Company, in each case addressed to the Lenders and the Administrative Agent in form and substance reasonably satisfactory to the Administrative Agent.
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