Common use of Closing Date Opinion of Counsel Clause in Contracts

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form reasonably acceptable to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Lucosky Bxxxxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a the form reasonably acceptable to the Representativeof Exhibit D attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Akerman LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Xxxxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a the form reasonably acceptable to the Representativeof Exhibit D attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion and negative assurance letter of XxXxxxxxx Will & Xxxxx LLPLLP (“Company Counsel”), counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Sichenzia Rxxx Xxxxxxx LLP, counsel to for the Company, dated the Closing Date in form and substance reasonably satisfactory to Representative’s Counsel addressed to each of the Underwriters (including the Representative, in a form reasonably acceptable to the Representative).

Closing Date Opinion of Counsel. On each of the Closing Date and the Option Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx LLP, counsel to the Company, dated the Closing Date and Date, addressed to the Representative, Representative and in a form reasonably acceptable and substance satisfactory to the Representative.Representative and its counsel to the effect that:

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx LLPFxxxxxxxxx Yxx Kxxxxxxx, LLP (“Issuer Counsel”), counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion and written statement providing certain “10b-5” negative assurances of XxXxxxxxx Will Xxxxxxxx & Xxxxx LLPXxxx LLP (“Company Counsel”), counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx LLPXxxxxxxxxx PLLC (“Issuer’s Counsel”), counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a the form reasonably acceptable to the Representativeof Exhibit D attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Xxxxxxxxxx Xxxxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form reasonably acceptable to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion and written statement providing certain “10b-5” negative assurances of XxXxxxxxx Will Sxxxxxxxx & Xxxxx LLPAssociates, P. C. (“Company Counsel”), counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx LLPXxxxxxx PLLC, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a the form reasonably acceptable to the Representativeof Exhibit D attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will Gracin & Xxxxx Mxxxxx, LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form reasonably acceptable to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will Wxxxxx Rxxxxxx Yxxxx & Xxxxx Pxxxxx, LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a the form reasonably acceptable to the Representativeof Exhibit D attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable written opinion and negative assurance letter of XxXxxxxxx Will Xxxx & Xxxxx Loeb LLP., counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion and negative assurance letter of XxXxxxxxx Will Sheppard, Mullin, Xxxxxxx & Xxxxx Xxxxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Sichenzia Rxxx Xxxxxxxx Xxxxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a the form reasonably acceptable to the Representativeof Exhibit D attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion opinions and “10b-5” negative assurances of XxXxxxxxx Will & Xxxxx LLPFxxxxxxxxx Yxx Kxxxxxxx, LLP (“Issuer Counsel”), counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will Bxxxx & Xxxxx Lxxxxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will Xxxxxx & Xxxxx Xxxxxxx LLP, counsel to the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and addressed to the Representative, substantially in a form reasonably acceptable to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Rxxx Xxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will Axxxxx & Xxxxx Bird LLP, counsel to the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and addressed to the Representative, in a form reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx LLPTxxxXxxxx PC, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion and negative assurance letter of XxXxxxxxx Will & Xxxxx LLPAxxxxx Xxxxxxxxxx, PLLC, with offices located at 500 0xx Xxx #0, Xxx Xxxx, Xxx Xxxx 00000, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have has received the favorable opinion of XxXxxxxxx Will Xxxxxx & Xxxxx LLPXxxxxxx, L.L.P., counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx LLPFxxxxxx PLLC, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a the form reasonably acceptable to the Representativeof Exhibit D attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Pxxxxxxx Law Group, LLP, counsel to the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and addressed to the Representative, substantially in a the form reasonably acceptable to the Representativeof Exhibit D attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Rxxxxxxxxx and Pxxxx LLP, counsel to the CompanyCompany (“Rxxxxxxxxx and Pxxxx”), dated the Closing Date and Date, addressed to the Representative, in a form reasonably acceptable to the Representative.:

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion and negative assurance letter of XxXxxxxxx Will & Xxxxx LLPSxxxxxxxx Xxxx Xxxxxxx LLP (“Company Counsel”), counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx LLP, counsel to the CompanyCompany Counsel, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will Xxxxxx Xxxxx Xxxxxxxx & Xxxxx Xxxxxxx LLP, counsel to the CompanyCompany ("XXXXXX XXXXX"), dated the Closing Date and Effective Date, addressed to the Representative, Representative and in a form reasonably acceptable and substance satisfactory to Loeb to the Representative.effect that:

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion and negative assurance letter of XxXxxxxxx Will Gracin & Xxxxx Mxxxxx, LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion and negative assurance letter of XxXxxxxxx Will Xxxxxxxx Xxxxxxxx & Xxxxx LLPSchole LLP (“Company Counsel”), counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received received: (i) the favorable opinion opinions and negative assurance letter of XxXxxxxxx Will & Xxxxx LLPPxxxx X. Xxxxx, Esq., counsel to the CompanyCompany (“Company Counsel”), dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received (i) the favorable opinion and negative assurance letter of XxXxxxxxx Will & Law Offices of Xxxxx LLPX. Xxxxxx (“Company Counsel”), counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance satisfactory to the Representative and (ii) the favorable opinion of [●], special Delaware counsel to the Company, dated the Closing Date and addressed to the Representative, in form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion and negative assurance letter of XxXxxxxxx Will Manatt, Pxxxxx & Xxxxx LLPPxxxxxxx, LLP (“Company Counsel”), counsel to the Company, dated the Closing Date and addressed to the Representative, in a form reasonably acceptable and substance satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Xxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a the form reasonably acceptable to the Representativeof Exhibit A attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Gxxxxxx Procter LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Gxxxxxxxx Txxxxxx, LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will Sheppard, Mullin, Rxxxxxx & Xxxxx Hxxxxxx LLP, counsel to the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and addressed to the Representative, in a form reasonably acceptable and substance satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable an opinion of XxXxxxxxx Will & Xxxxx DLA Piper LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx LLPGxxxxxxx Mxxxxx, counsel to the Company, and letter of negative assurance, in each case addressed to the Representative on its own behalf and on behalf of the Underwriters, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx LLPDisclosure Law Group, counsel to the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and addressed to the Representative, and in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will Kxxxxxx & Xxxxx LLPCxxxxxx, P.C., counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a the form reasonably acceptable to the Representativeof Exhibit D attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion and negative assurance letter of XxXxxxxxx Will & Xxxxxx Xxxxxx LLP, 000 X. 00xx Xxxxxx, Xxxxx LLP000, Xxxxxxxxxxxx, XX 00000, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On each of the Closing Date and the Option Closing Date, if any, the Representative shall have received the favorable opinion of Xxxxxxx XxXxxxxxx Will & Xxxxx LLPLLP (“Xxxxxxx”), counsel to the Company, dated as of the Closing Date and or the Option Closing Date, as the case may be, addressed to the Representative, Representative and in a form reasonably acceptable and substance satisfactory to the Representative.Xxxxxx and attached hereto as Exhibit A.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion and negative assurance letter of XxXxxxxxx Will & Xxxxx Lxxxxxxxxx Xxxxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Maslon LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will Sxxxxxxx & Xxxxx Worcester LLP, counsel to the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and addressed to the Representative, substantially in a form reasonably acceptable to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Sichenzia Rxxx Xxxxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a the form reasonably acceptable to the Representativeof Exhibit D attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will Gracin & Xxxxx Xxxxxx, LLP, counsel to the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and addressed to the Representative, substantially in a the form reasonably acceptable to the Representativeof Exhibit D attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion opinions and negative assurance letter of XxXxxxxxx Will Xxxxxxxxxx PLLC and/or Xxxxxxx & Xxxxx LLPXxxxxx, LLC (“Company Counsel”), counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Lucosky Xxxxxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a the form reasonably acceptable to the Representativeof Exhibit D attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Xxxxxxxx Xxxxxx Xxxxxxxx Xxxxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a form reasonably acceptable to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will Xxxxxx & Xxxxx Bird LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, in a the form reasonably acceptable to the Representativeof Exhibit B attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will Xxxxx & Xxxxx LLPAssociates, Inc., a professional law corporation and counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Xxxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a the form reasonably acceptable to the Representativeof Exhibit D attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx LLP, U.S. counsel to the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and addressed to the Representative, substantially in a form and substance reasonably acceptable to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion and negative assurance letter of XxXxxxxxx MxXxxxxxx Will & Xxxxx LLPExxxx LLP (“Company Counsel”), counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Xxxxxx &Watkins LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion opinions of XxXxxxxxx Will & Xxxxx LLPLLP and Barnea Jaffa Xxxxx & Co., counsel to the Companyand written statement from XxXxxxxxx Will & Xxxxx LLP providing certain “10b-5” negative assurances, dated the Closing Date and addressed to the Representative, substantially in a form reasonably acceptable to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Txxxxxxx Hxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxxxx Xxxxx LLP, counsel to the Companyin each case, dated the Closing Date and addressed to the Representative, in a the form reasonably acceptable to the Representative.attached hereto as Exhibit C.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Gxxxxxx Procter LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a form and substance reasonably acceptable satisfactory to the Representative...

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion and negative assurance letter of XxXxxxxxx Will Xxxxxx Xxxxxxx Xxxxx & Xxxxx LLPXxxxxxxxxxx LLP (“Company Counsel”), counsel to the Company, dated the Closing Date and addressed to the Representative, in a form reasonably acceptable and substance satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable an opinion of XxXxxxxxx Will & Xxxxx LLPXxxxxxx and Associates Law Group, APC, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a the form reasonably acceptable to the Representativeof Exhibit E attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion and negative assurance letter of XxXxxxxxx Will & Xxxxx LLPXxxxxxxxx Xxxx Xxxxxxx Carmel LLP (“Company Counsel”), counsel to the Company, dated the Closing Date and addressed to the Representative, in a form reasonably acceptable and substance satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative Representatives shall have received the favorable opinion of XxXxxxxxx Will Xxxxxx Xxxxxxx Xxxxx & Xxxxx LLPXxxxxx LLP (“Xxxxxx”), counsel to the Company, dated the Closing Date and Date, addressed to the Representative, in a form reasonably acceptable to Representatives covering the Representative.following:

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Oxxxxx Frome Wxxxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a the form reasonably acceptable to the Representativeof Exhibit A attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion and negative assurance letter of XxXxxxxxx Will & Xxxxx Maslon LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion and written statement providing certain “10b-5” negative assurances of XxXxxxxxx Will Xxxxxxxx Xxxxxxxxx & Xxxxx LLPXxxxxx PC (“Company Counsel”), counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will Mxxxxx, Xxxxx & Xxxxx Bockius LLP, as special Investment Company Act counsel to the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and addressed to the Representative, in a form reasonably acceptable to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion and negative assurance letter of XxXxxxxxx Will & Xxxxx Xxxxxxxxxx Xxxxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Lucosky Xxxxxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the RepresentativeRepresentative Counsel.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx LLPTroyGould PC, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion and negative assurance letter of XxXxxxxxx Will Sheppard, Mullin, Rxxxxxx & Xxxxx Hxxxxxx LLP. (“Company Counsel”), counsel to the Company, dated the Closing Date and addressed to the Representative, in a form reasonably acceptable and substance satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will Gracin& Xxxxx Xxxxxx, LLP, counsel to the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and addressed to the Representative, substantially in a the form reasonably acceptable to the Representativeof Exhibit C attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will Xxxxxx Xxxxxxx Xxxxx & Xxxxx Xxxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form reasonably acceptable to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion and disclosure letter of XxXxxxxxx Will Xxxxxxxxx Xxxxxxx Xxxxxx Xxxxxxxxxx Xxxxxxxx & Xxxxx Xxxxxxxxx, LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Hxxxxx and Bxxxx, LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a the form reasonably acceptable to the Representativeof Exhibit C attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx LLPBixxxxx XcXxxxxxx XLP, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form reasonably acceptable to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will Xxxxxxxx & Xxxxx Worcester LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form reasonably acceptable and substance satisfactory to the RepresentativeRepresentative and Representative Counsel.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will Exxxxxxx Gxxxxxxx & Xxxxx Schole LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Pillsbury Xxxxxxxx Xxxx Xxxxxxx LLP, special counsel to the Company, dated the Closing Date and addressed to the Representative, in a the form reasonably acceptable to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion and negative assurance letter of XxXxxxxxx Will & Xxxxx Lucosky Xxxxxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Xxxxxx and Xxxxx, LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a the form reasonably acceptable to the Representativeof Exhibit D attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Txxxxxxx Hxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a the form reasonably acceptable to the Representativeof Exhibit C attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx LLPXxxxxxxxxx Xxxxxxx PC, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form reasonably acceptable to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion and negative assurance letter of XxXxxxxxx Will Xxxxxx Xxxxxxx Xxxxxxxx & Xxxxx LLPXxxxxx, P.C., 000 Xxxx Xxxx Xxxx, Xxxx Xxxx, XX 00000, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will Xxxxxxxx & Xxxxx LLPXxxxx, U.S. securities counsel to the Company, dated the Closing Date and Date, addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the RepresentativeUnderwriter.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & The Xxxxx LLPGroup P.C., counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a the form reasonably acceptable to the Representativeof Exhibit D attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion opinion, and a written statement providing certain “10b-5” negative assurances, of XxXxxxxxx Will Sxxxxxxx, Mxxxxx, Rxxxxxx & Xxxxx Hxxxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative Representatives shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Xxxxxxxxx Xxxxxxxx, LLP, counsel to the CompanyCompany (“Xxxxxxxxx”), dated the Closing Date and Date, addressed to the Representative, in a form reasonably acceptable to Representatives covering the Representative.following:

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will Bxxxx & Xxxxx Hxxxxxxxx LLP, counsel to the Company, dated as of the Closing Date and addressed to the Representative, substantially in a the form reasonably acceptable to the Representativeof Exhibit E attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Representative Representatives shall have received (i) the favorable opinion of XxXxxxxxx Will Xxxxxx & Xxxxx Bird LLP, counsel to the Company, dated the Closing Date and addressed to the RepresentativeRepresentatives, in a the form reasonably acceptable of Exhibit B attached hereto, and (ii) an opinion and 10b-5 statement of Representatives’ Counsel, dated the Closing Date and addressed to the RepresentativeRepresentatives, with respect to such matters as the Representatives may reasonably request.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will & Xxxxx Xxxxxxxxxx Xxxxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a the form reasonably acceptable to the Representativeof Exhibit D attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion and negative assurance letter of XxXxxxxxx Will & Xxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative’s Counsel.

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of XxXxxxxxx Will Axxxxx & Xxxxx Bird LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, in a form and substance reasonably acceptable satisfactory to the Representative.

Closing Date Opinion of Counsel. On the Closing Date, the Representative Representatives shall have received the favorable opinion of XxXxxxxxx Will Vxxxxx & Xxxxx LLPExxxxx, L.L.P., counsel to the CompanyCompany (“VE”), dated the Closing Date and Date, addressed to the Representative, in a form reasonably acceptable to Underwriters covering the Representative.following: