Common use of Closing Date and Option Closing Date Opinions of Counsel Clause in Contracts

Closing Date and Option Closing Date Opinions of Counsel. On the Closing Date and the Option Closing Date, if any, the Representative shall have received the favorable opinion and negative assurance statement of Ellenoff Xxxxxxxx & Schole LLP, dated the Closing Date or the Option Closing Date, as the case may be, addressed to the Representative as representative for the several Underwriters and in form and substance satisfactory to the Representative and W&C, as well as the favorable opinion and negative assurance letter of W&C, dated the Closing Date or the Option Closing Date, as the case may be, addressed to the Representative for the several Underwriters and in form and substance satisfactory to the Representative.

Appears in 4 contracts

Samples: Underwriting Agreement (Kludein I Acquisition Corp), Underwriting Agreement (Kludein I Acquisition Corp), Underwriting Agreement (Malacca Straits Acquisition Co LTD)

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Closing Date and Option Closing Date Opinions of Counsel. On the Closing Date and the Option Closing Date, if any, the Representative shall have received (i) the favorable opinion and negative assurance statement of Ellenoff Xxxxxxxx & Schole LLPKxxxxx Xxxxxx Rosenman LLP (“Katten”), dated the Closing Date or the Option Closing Date, as the case may be, addressed to the Representative as representative for the several Underwriters and in form and substance reasonably satisfactory to the Representative and W&C, as well as EG&S. and (ii) the favorable opinion and negative assurance letter of W&CEG&S, dated the Closing Date or the Option Closing Date, as the case may be, addressed to the Representative as representative for the several Underwriters and in form and substance reasonably satisfactory to the Representative. In rendering such opinion and negative assurance, Katten and EG&S may rely on the matters specified in Section 4.2.2 hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (Banyan Acquisition Corp), Underwriting Agreement (Banyan Acquisition Corp), Underwriting Agreement (Banyan Acquisition Corp)

Closing Date and Option Closing Date Opinions of Counsel. On the Closing Date and the Option Closing Date, if any, the Representative shall have received the favorable opinion and negative assurance statement of Ellenoff Xxxxxxxx & Schole LLPXxxxx Xxxxx L.L.P., dated the Closing Date or the Option Closing Date, as the case may be, addressed to the Representative as representative for the several Underwriters and in form and substance satisfactory to the Representative and W&CXxxxxxxx, as well as the favorable opinion and negative assurance letter of W&CXxxxxxxx, dated the Closing Date or the Option Closing Date, as the case may be, addressed to the Representative for the several Underwriters and in form and substance satisfactory to the Representative.

Appears in 3 contracts

Samples: Underwriting Agreement (SHUAA Partners Acquisition Corp I), Underwriting Agreement (SHUAA Partners Acquisition Corp I), Warrant Agreement (SHUAA Partners Acquisition Corp I)

Closing Date and Option Closing Date Opinions of Counsel. On the Closing Date and the Option Closing Date, if any, the Representative shall have received the favorable opinion and negative assurance statement of Ellenoff Xxxxxxxx & Schole Xxxxx LLP, dated the Closing Date or the Option Closing Date, as the case may be, addressed to the Representative as representative for the several Underwriters and in form and substance satisfactory to the Representative and W&CEG&S, as well as the favorable opinion and negative assurance letter of W&CEG&S, dated the Closing Date or the Option Closing Date, as the case may be, addressed to the Representative for the several Underwriters and in form and substance satisfactory to the Representative.

Appears in 2 contracts

Samples: Underwriting Agreement (Onyx Acquisition Co. I), Underwriting Agreement (Onyx Acquisition Co. I)

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Closing Date and Option Closing Date Opinions of Counsel. On the Closing Date and the Option Closing Date, if any, the Representative shall have received the favorable opinion and negative assurance statement of Ellenoff Xxxxxxxx Xxxxxxxx & Schole LLP, dated the Closing Date or the Option Closing Date, as the case may be, addressed to the Representative as representative for the several Underwriters and in form and substance reasonably satisfactory to the Representative and W&CXxxxxxxx, as well as the favorable opinion and negative assurance letter of W&CXxxxxxxx, dated the Closing Date or the Option Closing Date, as the case may be, addressed to the Representative for the several Underwriters and in form and substance reasonably satisfactory to the Representative.

Appears in 2 contracts

Samples: Underwriting Agreement (Colombier Acquisition Corp. Ii), Underwriting Agreement (Colombier Acquisition Corp. Ii)

Closing Date and Option Closing Date Opinions of Counsel. On the Closing Date and the Option Closing Date, if any, the Representative Representatives shall have received the favorable opinion and negative assurance statement of Ellenoff Xxxxxxxx & Schole LLP, dated the Closing Date or the Option Closing Date, as the case may be, addressed to the Representative Representatives as representative Representatives for the several Underwriters and in form and substance satisfactory to the Representative Representatives and W&C, as well as the favorable opinion and negative assurance letter of W&C, dated the Closing Date or the Option Closing Date, as the case may be, addressed to the Representative Representatives for the several Underwriters and in form and substance satisfactory to the RepresentativeRepresentatives.

Appears in 2 contracts

Samples: Underwriting Agreement (Virtuoso Acquisition Corp.), Underwriting Agreement (Virtuoso Acquisition Corp.)

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