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EXHIBIT 5.1
Akerman, Senterfitt & Eidson, P.A.
Attorneys at Law
SunTrust International Center
28th Floor
One S.E. Third Avenue
Miami, Florida 33131-1704
(305) 374-5600
Telecopy (305) 374-5095
June 8, 2000
NationsRent, Inc.
450 East Las Olas Boulevard, Suite 1400
Fort Lauderdale, FL 33301
Gentlemen:
We have acted as counsel to NationsRent, Inc., a Delaware corporation
(the "Company"), with respect to the filing by the Company with the Securities
and Exchange Commission under the Securities Act of 1933, as amended, of a
Registration Statement on Form S-8 (the "Registration Statement") covering the
issuance of up to 3,000,000 shares of the Company's common stock, par value
$0.01 per share (the "Shares") pursuant to the NationsRent, Inc. Second Amended
and Restated 1998 Stock Option Plan (the "Plan").
As counsel to the Company, we have examined the original or certified
copies of such records of the Company, certificates of public officials,
certificates of officers or representatives of the Company and others, and such
other documents as we deem relevant and necessary for the opinion expressed in
this letter. In such examination, we have assumed the genuineness of all
signatures on original documents and the conformity to original documents of
all copies submitted to us as conformed or photostatic copies. As to various
questions of fact material to such opinion, we have relied upon statements or
certificates of officials and representatives of the Company and others.
Based upon and subject to the foregoing, we are of the opinion that:
1. The Company is duly formed and validly existing as a
corporation in good standing under the laws of the State of
Delaware.
2. When the Registration Statement becomes effective under the
Securities Act of 1933, as amended, and when the Shares are
issued against delivery of adequate consideration therefor in
accordance with and pursuant to the terms of the Plan, the
Shares will be validly issued, fully paid and nonassessable
under the laws of the State of Delaware.
We advise you that the foregoing opinion is limited to the securities
laws of the United States of America and the corporate laws of the State of
Delaware and that we express no opinion herein concerning the applicability or
effect of any laws of any other jurisdiction.
We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement. In giving such consent,, we do not thereby admit that we
are included within the category of persons whose consent is required under
Section 7 of the Securities Act of 1933, as amended, or the rules and
regulations promulgated thereunder.
Very truly yours,
AKERMAN, SENTERFITT & EIDSON, P.A.
/s/ Akerman, Senterfitt & Eidson, P.A.
