Opinion of Counsel and Other Documents. On the Closing Date, the Company shall have received (i) opinions of counsel for the Sellers dated as of the Closing Date and addressed to the Company, substantially in the form attached as Exhibit 5.01(b) hereto, and (ii) such other certificates and documents with respect to the Sellers as counsel for the Company shall have reasonably requested at least two (2) business days prior to the Closing Date.
Opinion of Counsel and Other Documents. On the Closing Date, the Company and the Principal Stockholders shall have received (i) an opinion of counsel for Monarch dated as of the Closing Date and addressed to the Company and the Principal Stockholders, substantially in the form attached as Exhibit 6.1.3 hereto, and (ii) such other certificates and documents with respect to Monarch and Merger Sub as counsel for the Company and the Principal Stockholders shall have reasonably requested.
Opinion of Counsel and Other Documents. Acquiror shall have -------------------------------------- received (i) an opinion dated the Closing Date of Xxxxxxx, Procter & Xxxx LLP, counsel to Target, in a form to be agreed upon by the parties and (ii) such other certificates and documents with respect to Target as counsel for the Acquiror shall have reasonably requested.
Opinion of Counsel and Other Documents. On the Closing Date, the GB&C Entities and the Stockholders shall have received (i) an opinion of counsel for the Company, dated as of the Closing Date and addressed to the GB&C Entities and the Stockholders, substantially in the form attached as Exhibit 6.02(b)(i) hereto and (ii) such other certificates and documents as counsel to the Stockholders shall have reasonably requested from the Company at least two (2) business days prior to the Closing Date.
Opinion of Counsel and Other Documents. At the Closing Date, the Sellers shall have received (i) an opinion of Paul Xxxxx Xxxkxxx Xxxrxxx & Xarrxxxx, Xxunsel to Buyer, dated as of the Closing Date and addressed to the Sellers, in a form reasonably acceptable to the Sellers hereto and (ii) such other certificates and documents as special counsel to the Companies and counsel to the Buyer shall have mutually agreed to.
Opinion of Counsel and Other Documents. On the Closing Date, BPFH shall have received (i) an opinion of King, Holmes, Xxxxxxx & Berliner LLP, counsel for FSB, dated as of the Closing Date and addressed to BPFH substantially in the form attached hereto as EXHIBIT D and (ii) such other certificates and documents with respect to FSB as counsel for BPFH shall have reasonably requested from FSB.
Opinion of Counsel and Other Documents. On the Closing Date, the Mezzanine Investors shall have received (i) an opinion of Ropes & Xxxx, counsel for IA Holdings and its Subsidiaries, dated as of the Closing Date, such opinion to be reasonably satisfactory to the legal counsel for the Mezzanine Investors, and (ii) such other certificates and documents with respect to IA Holdings and its Subsidiaries as counsel for the Mezzanine Investors shall have reasonably requested.
Opinion of Counsel and Other Documents. On the Closing Date, AMRI shall have received (i) an opinion of Xxxxx Xxxxx Xxxx Xxxxxx Xxxxxxx and Xxxxx PC, counsel for NCE, dated as of the Closing Date and addressed to AMRI in a form reasonably satisfactory to AMRI, and (ii) such other certificates and documents with respect to NCE and the Principal Stockholders as counsel for AMRI shall have reasonably requested from NCE and the Principal Stockholders.
Opinion of Counsel and Other Documents. The Buyer shall have -------------------------------------- received (i) an opinion of Xxxxx, Xxxxxxx & Xxxxxxxxx LLP, counsel to the Company and (ii) certificate from each of BancBoston Ventures, Inc. and Zero Stage Capital V, L.P., each dated as of the Closing Date and reasonably satisfactory to the Buyer or its counsel.
Opinion of Counsel and Other Documents. On the Closing Date (i) the Sellers shall have received an opinion of counsel for the Company, dated as of the Closing Date and addressed to the Sellers, substantially in the form attached as Exhibit 5.02(b)(i) hereto, (ii) Xxxxxxxxx and Pew shall have received a tax opinion from Xxxxxx and Xxxxxx Professional Association substantially to the effect that the acquisition by CDVI of the ADC Common Stock held by CDG and Pew solely in exchange for DAKA Common Stock will constitute a tax-free reorganization within the meaning of Section 368(a)(1)(B) of the Code and no taxable gain or loss will be recognized to CDG and Pew upon the exchange of their ADC Common Stock solely for DAKA Common Stock, and (iii) such other certificates and documents as counsel to the Sellers shall have reasonably requested from the Company at least five (5) business days prior to the Closing Date.
