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EXHIBIT 5.1
SONNENSCHEIN NATH & ROSENTHAL
8000 SEARS TOWER
CHICAGO, ILLINOIS 60606
TELEPHONE: (312) 876-8000 FACSIMILE: (312) 876-7934
September 8, 2000
ebix.com, Inc.
1900 E. Golf Road
Schaumburg, Illinois 60173
Re: Registration Statement on Form S-8
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Ladies and Gentlemen:
We have acted as counsel to you in connection with the preparation of a
Registration Statement on Form S-8 (the "Registration Statement") under the
Securities Act of 1933, as amended (the "Act"), which you are filing with the
Securities and Exchange Commission with respect to up to 1,500,000 shares of
Common Stock, par value $0.10 per share, which may be issued under the 1996
Stock Incentive Plan (the "Plan").
We have examined the Registration Statement and such documents and
records of the Company and other documents as we have deemed relevant and
necessary for the purpose of this opinion. In giving this opinion, we are
assuming the authenticity of all instruments presented to us as originals, the
conformity with originals of all instruments presented to us as copies and the
genuineness of all signatures.
Based on and subject to the foregoing, we are of the opinion that any
shares that may be issued pursuant to the Plan have been duly authorized and
that, upon the registration by its registrar of such shares, the sale thereof by
the Company in accordance with the terms of the Plan, and the receipt of
consideration therefor in accordance with the terms of the Plan, such shares
will be validly issued, fully paid and nonassessable.
We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement. We do not, giving such consent, admit that we are within
the category of person whose consent is required under Section 7 of the Act.
Very truly yours,
/s/ Sonnenschein Nath & Rosenthal
