Common use of Closing Date Opinion of U.S. Counsel Clause in Contracts

Closing Date Opinion of U.S. Counsel. On the Closing Date and on each Option Closing Date (if any), the Representative shall have received (i) the favorable opinion of Carmel, Mxxxxxx & DxXxxxxx LLP, U.S. counsel to the Company, dated the Closing Date or Option Closing Date, as applicable, and addressed to the Representative, and (ii) a written statement providing certain “10b-5” negative assurances, addressed to the Representative and dated the Closing Date and any Option Closing Date (if such date is other than the Closing Date), each in a form reasonably satisfactory to the Representative and Representative Counsel.

Closing Date Opinion of U.S. Counsel. On the Closing Date and on each Option Closing Date (if any), the Representative shall have received (i) the favorable opinion of Carmel, Mxxxxxx Fxxxx & DxXxxxxx Lxxxxxx LLP, U.S. counsel to the Company, dated the Closing Date or Option Closing Date, as applicable, and addressed to the Representative, and (ii) a written statement providing certain “10b-5” negative assurances, addressed to the Representative and dated the Closing Date and any Option Closing Date (if such date is other than the Closing Date), each in a form reasonably satisfactory to the Representative and Representative Counsel.

Closing Date Opinion of U.S. Counsel. On the Closing Date and on each Option Closing Date (if any), the Representative shall have received (i) the favorable opinion of Carmel, Mxxxxxx Ellenoff Gxxxxxxx & DxXxxxxx Schole LLP, U.S. counsel to the Company, dated the Closing Date or Option Closing Date, as applicable, and addressed to the Representative, and (ii) a written statement providing certain “10b-5” negative assurances, addressed to the Representative and dated the Closing Date and any Option Closing Date (if such date is other than the Closing Date), each in a form reasonably satisfactory to the Representative and Representative Counsel.