Opinions of Counsel. In connection with the effectiveness of this Agreement, Agent and Lenders shall have received such opinions of counsel as Agent or any Lender shall reasonably request, all in scope and substance reasonably satisfactory to Agent and Lenders.

Opinions of Counsel. Receipt by the Domestic Administrative Agent of favorable opinions of legal counsel to the Credit Parties, addressed to each Administrative Agent and each Lender, dated as of the Closing Date, and in form and substance satisfactory to the Domestic Administrative Agent.

Opinions of Counsel. Opinions of counsel to the Credit Parties addressed to the Administrative Agent and ​ with respect to the Credit Parties, the Loan Documents and such other matters as the Administrative Agent shall request (which such opinions shall expressly permit reliance, subject to customary conditions, by permitted assigns of the Administrative Agent and ​).

Opinions of Counsel. On the Effective Date, Lender shall have received from Foley & Lardner LLP and Scudder Law Firm, P.C., L.L.O., counsel to Borrower, opinions addressed to and dated the Effective Date, in form and substance reasonably satisfactory to Lender.

Opinions of Counsel. Administrative Agent shall have received originally executed copies of the favorable written opinions of Borrower’s counsel opining as to such matters as Administrative Agent may reasonably request, dated as of the effectiveness of this Amendment and otherwise in form and substance reasonably satisfactory to Administrative Agent.

Legal Counsel Opinions. Upon the request of the Buyer from to time to time, the Company shall be responsible (at its cost) for promptly supplying to the Company’s transfer agent and the Buyer a customary legal opinion letter of its counsel (the “Legal Counsel Opinion”) to the effect that the sale of Returnable Shares and Conversion Shares by the Buyer or its affiliates, successors and assigns is exempt from the registration requirements of the 1933 Act pursuant to Rule 144 (provided the requirements of Rule 144 are satisfied and provided the Returnable Shares and Conversion Shares are not then registered under the 1933 Act for resale pursuant to an effective registration statement). Should the Company’s legal counsel fail for any reason to issue the Legal Counsel Opinion, the Buyer may (at the Company’s cost) secure another legal counsel to issue the Legal Counsel Opinion, and the Company will instruct its transfer agent to accept such opinion.

Legal Opinions. The Purchaser shall have received # the opinion of Winston & Strawn LLP, corporate counsel for the Company Group, and # the opinion of Alston & Bird LLP, tax counsel for the Company Group, in substantially the forms set forth as [Exhibit E] and [Exhibit F] to this Agreement, respectively, each dated as of the Initial Closing Date.

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].

Legal Opinions. The Administrative Agent shall have received the legal opinion of Skadden, Arps, Slate, Meagher & Flom, LLP, counsel to the Borrower and its Restricted Subsidiaries, in substance reasonably acceptable to the Administrative Agent.

Legal Opinions. On or prior to # the date of this Agreement, which is on or prior to the date of the first Issuance Instruction or the first Forward Placement Notice and # each Triggering Event Date with respect to which the Company is obligated to deliver a certificate pursuant to Section 4(a)(xv) for which no waiver is applicable and excluding the date of this Agreement, # the Company shall cause to be furnished to the Agent and the Forward Purchaser # a negative assurances letter and the written legal opinion of Akerman LLP, counsel to the Company, and # a written legal opinion of the General Counsel of the Company, and # Cahill Gordon & Reindel LLP, counsel to the Agent, shall deliver a written legal opinion to the Agent and the Forward Purchaser, in each case for [clauses (x) and (y) hereof]f], each dated the date of delivery, in form and substance reasonably satisfactory to Agent and its counsel and the Forward Purchaser and its counsel, substantially similar to the form previously provided to the Agent, the Forward Purchaser and their respective counsel, modified, as necessary, to relate to the Registration Statement and the Prospectus as then amended or supplemented. In lieu of such opinions for subsequent periodic filings, in the discretion of the Agent or the Forward Purchaser, the Company may furnish a reliance letter from such counsels to the Agent and the Forward Purchaser permitting the Agent and the Forward Purchaser to rely on a previously delivered opinion letter, modified as appropriate for any passage of time or Triggering Event Date (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 Triggering Event Date).