Post-Closing Opinions Sample Clauses

Post-Closing Opinions. The Borrowers shall cause legal opinions to be delivered to the Administrative Agent, each in form and substance satisfactory to the Administrative Agent, from special counsel in each of the jurisdictions identified below:
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Post-Closing Opinions. ‌ Within five Business Days of the First Closing, ICC shall deliver to Wayland an opinion from counsel to ICC and each of its Subsidiaries dated the relevant Closing Date as to: (i) ICC and each of its Subsidiaries being organized and existing under the Laws of its jurisdiction of organization, and having the requisite power and capacity to carry on its business, affairs and operations as now conducted and to own, lease and operate its property and assets, and (ii) the authorized and issued share capital of each of ICC’s Subsidiaries including in respect of ICC regarding the valid issuance of the ICC Shares to Wayland International, which opinion shall be in form and substance acceptable to Wayland, in its sole discretion.
Sample 1
Post-Closing Opinions. Deliver to the Agent within thirty days after the Closing Date, a Pledge Opinion with respect to the pledge of sixty-five percent (65%) of the Capital Stock of Kulicke and Soffx XXX Ltd. owned by Kulicke and Soffx Xxxeign Investments, Inc., together with any other documents or instruments required by counsel in order to enable it to deliver such Pledge Opinion. The Borrower shall use its reasonable best efforts to deliver to the Agent within thirty days after the Closing Date, a Guaranty Opinion with respect to the Guaranty executed as of the Closing Date by all
Sample 1
Post-Closing Opinions. Borrower will cause its legal counsel in South Carolina to deliver a legal opinion by August 1, 2001, which opinion shall provide the necessary legal actions Xxxxxx Xxx should take to perfect its security interests in the Collateral under the new Article 8 and Article 9 Uniform Commercial Code provisions which become effective on July 1, 2001.
Sample 1
Post-Closing Opinions. Holdings and the Borrower will deliver or cause to be delivered to the Lender an opinion of special South African counsel to Holdings, Borrower and Carson Holdings Limited with rxxxxxx to the pledge of the shares of Carson Holdings Limited, in form xxx xubstance reasonably satisfactory to the Lender within 15 days after the Closing Date.
Sample 1
Post-Closing Opinions. Holdings and the Borrower will deliver or cause to be delivered to the Lender an opinion of special South African counsel to Holdings, Borrower and Carson Holdings Limited with respect to the pledge of the shares of Cxxxxx Holdings Limited, in form and substance reasonably satisfactorx xx xhe Lender within 15 days after the Closing Date.
Sample 1
Post-Closing Opinions. On or before 10 Business Days following the Closing Date, the Administrative Agent shall have received favorable legal opinions from local counsel satisfactory to the Administrative Agent in Texas, Oklahoma, Louisiana and Arkansas with respect to the perfection of security interests in the Collateral.
Sample 1
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Post-Closing Opinions. Within ten (10) Business Days after the Closing Date, Seller shall cause Maryland counsel to Sponsor to deliver customary legal opinions to Buyer, in form and substance acceptable to Buyer, with respect to the due formation, valid existence and good standing of Sponsor, that Sponsor’s execution and delivery of the Comfort Letter will cause no conflicts with other agreements or organizational documents of Sponsor, no violations of applicable law, Sponsor has power and authority to execute and deliver the Comfort Letter.
Sample 1

Related to Post-Closing Opinions

  • Post-Closing Deliveries (a) The Borrower hereby agrees to deliver, or cause to be delivered, to the Administrative Agent, in form and substance reasonably satisfactory to the Administrative Agent, the items described on Schedule 5.15 hereof on or before the dates specified with respect to such items, or such later dates as may be agreed to by, or as may be waived by, the Administrative Agent in its sole discretion.

  • Post-Closing Deliverables On or before the Closing Date, the applicable Seller shall deliver to Buyer the following:

  • Closing Deliveries of Buyer At or prior to the Closing, Buyer shall deliver, or cause to be delivered, the following:

  • Post-Closing Matters Execute and deliver the documents and complete the tasks set forth on Schedule 6.14, in each case within the time limits specified on such schedule, as such time limits may be extended from time to time by Agent in its reasonable discretion.

  • Pre-Closing Deliveries (i) At least ten Business Days prior to the Closing, the Seller will furnish to the Buyer a certificate (the “Estimated Purchase Price Certificate”) setting forth (i) a good faith estimate of the Closing Net Working Capital; (ii) the Estimated Indebtedness (including Paid Indebtedness); (iii) the estimated Seller’s Expenses that remain unpaid as of the Closing; (iv) a good faith estimate of the Company Cash; and (v) a reasonably detailed calculation of the Purchase Price using the Company’s good faith calculation of the foregoing estimates and other amounts (the “Estimated Purchase Price”). The Estimated Purchase Price Certificate will be prepared in accordance with the Calculation Principles, and will not include any changes in assets or liabilities as a result of purchase accounting adjustments arising from, or resulting as a consequence of, the Transactions. The Seller shall (x) provide supporting documentation as may be reasonably requested by the Buyer in order to allow it to review the calculations set forth in the Estimated Purchase Price Certificate, and (y) make appropriate revisions to the Estimated Purchase Price Certificate as are mutually agreed upon by the Seller and the Buyer acting in good faith; provided that if the parties cannot mutually agree upon any proposed revisions to the Estimated Purchase Price Certificate, then, the parties shall use estimates set forth in the Estimated Purchase Price Certificate as prepared by the Seller for Closing, and the Buyer may thereafter seek adjustments pursuant to the remaining provisions of this Section 1.8; and

  • Closing Closing Deliveries (a) The consummation of the transactions contemplated by this Agreement (the “Closing”) will take place on the Closing Date

  • Seller’s Closing Certificate A certificate duly executed by Seller in the form of Exhibit J attached hereto (the “Seller’s Closing Certificate”).

  • Closing Deliveries (a) On or prior to the Closing, the Company shall issue, deliver or cause to be delivered to each Purchaser the following (the “Company Deliverables”):

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