Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) of Ellenoff Xxxxxxxx & Schole LLP, counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 10 contracts
Samples: Underwriting Agreement (Relativity Acquisition Corp), Underwriting Agreement (Relativity Acquisition Corp), Underwriting Agreement (ROC Energy Acquisition Corp.)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions opinion (along with negative assurance lettersletter) of Ellenoff Xxxxxxxx & Schole LLPXxxxxx, U.S. counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 7 contracts
Samples: Services Agreement (Legato Merger Corp.), Services Agreement (Legato Merger Corp.), Services Agreement (Merida Merger Corp. I)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) of Ellenoff Xxxxxxxx & Schole LLPXxxxxx, counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 6 contracts
Samples: Underwriting Agreement (Springwater Special Situations Corp.), Underwriting Agreement (Springwater Special Situations Corp.), Underwriting Agreement (Astrea Acquisition Corp.)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) of Ellenoff Xxxxxxxx Gxxxxxxx & Schole LLP, counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 5 contracts
Samples: Underwriting Agreement (Armada Acquisition Corp. I), Underwriting Agreement (Armada Acquisition Corp. I), Underwriting Agreement (Armada Acquisition Corp. I)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) of Ellenoff Xxxxxxxx & Schole LLP, U.S. counsel to the Company, and Ogier, British Virgin Islands counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 5 contracts
Samples: Underwriting Agreement (Pacific Special Acquisition Corp.), Underwriting Agreement (Pacific Special Acquisition Corp.), Underwriting Agreement (DT Asia Investments LTD)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative Representatives shall have received the favorable opinions opinion (along with negative assurance lettersletter) of Ellenoff Xxxxxxxx & Schole LLPXxxxxxx + Xxxxxxxxx, U.S. counsel to the Company, addressed to the Representative Representatives as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.Representatives ..
Appears in 5 contracts
Samples: Underwriting Agreement (Petra Acquisition Inc.), Underwriting Agreement (Petra Acquisition Inc.), Underwriting Agreement (Petra Acquisition Inc.)
Opinion of Company Counsel. On each of the Closing Date or and the Option Closing Date, if any, the Representative Representatives shall have received the favorable opinions opinion (along with a negative assurance lettersletter) of Ellenoff Xxxxxxxx Xxxxxxx & Schole Xxxxxx LLP, counsel to the Company, addressed to the Representative Representatives as representative representatives for the several Underwriters and in form mutually agreed to by the Company and the RepresentativeRepresentatives.
Appears in 4 contracts
Samples: Underwriting Agreement (GigCapital3, Inc.), Underwriting Agreement (GigCapital3, Inc.), Underwriting Agreement (GigCapital3, Inc.)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) opinion of Ellenoff Xxxxxxxx & Schole LLP, counsel to Xxxxxx dated as of the CompanyClosing Date, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 4 contracts
Samples: Underwriting Agreement (Cambridge Capital Acquisition Corp), Underwriting Agreement (Cambridge Capital Acquisition Corp), Underwriting Agreement (Quartet Merger Corp.)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions opinion (along with negative assurance lettersletter) of Ellenoff Xxxxxxxx Xxxxxx Xxxxxxx & Schole Xxxxxx LLP, counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 4 contracts
Samples: Underwriting Agreement (Greenrose Acquisition Corp), Underwriting Agreement (Greenrose Acquisition Corp), Underwriting Agreement (Greenrose Acquisition Corp)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) of Ellenoff Xxxxxxxx & Schole Sichenzia Rxxx Xxxxxxx LLP, counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 3 contracts
Samples: Underwriting Agreement (Murphy Canyon Acquisition Corp.), Murphy Canyon Acquisition Corp., Murphy Canyon Acquisition Corp.
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) of Ellenoff Xxxxxxxx XxXxxxxxx Will & Schole Xxxxx LLP, counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 3 contracts
Samples: Underwriting Agreement (Larkspur Health Acquisition Corp.), Underwriting Agreement (Larkspur Health Acquisition Corp.), Underwriting Agreement (Larkspur Health Acquisition Corp.)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) of Ellenoff Xxxxxxxx & Schole Rxxx Xxxxx LLP, counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 3 contracts
Samples: Underwriting Agreement (Western Acquisition Ventures Corp.), Underwriting Agreement (Western Acquisition Ventures Corp.), Underwriting Agreement (Western Acquisition Ventures Corp.)
Opinion of Company Counsel. On each of The Representatives shall have received on the Closing Date or an opinion of Xxxxxxxx & Xxxxx LLP, counsel for the Option Company, dated the Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) of Ellenoff Xxxxxxxx & Schole LLP, counsel to the Company, addressed effect set forth in Exhibit A-1 attached hereto. The opinion shall be rendered to the Representative Representatives as representative for representatives of the several Underwriters and in form mutually agreed to by at the request of the Company and the Representativeshall so state therein.
Appears in 3 contracts
Samples: Underwriting Agreement (Allion Healthcare Inc), Underwriting Agreement (Allion Healthcare Inc), Underwriting Agreement (Allion Healthcare Inc)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) of Ellenoff Xxxxxxxx & Schole LLP, U.S. counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 3 contracts
Samples: Underwriting Agreement (Draper Oakwood Technology Acquisition Inc.), Underwriting Agreement (Draper Oakwood Technology Acquisition Inc.), Underwriting Agreement (Forum Merger Corp)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative Representatives shall have received the favorable opinions (along with negative assurance letters) of Ellenoff Xxxxxxxx Dxxxx Xxxxxx & Schole Sxxxxx LLP, counsel to the Company, addressed to the Representative Representatives as representative for the several Underwriters and in form mutually agreed to by the Company and the RepresentativeRepresentatives.
Appears in 3 contracts
Samples: Underwriting Agreement (Accretion Acquisition Corp.), Underwriting Agreement (Accretion Acquisition Corp.), Underwriting Agreement (Accretion Acquisition Corp.)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) opinion of Ellenoff Xxxxxxxx Gxxxxxxx & Schole LLP, counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 3 contracts
Samples: Underwriting Agreement (KLR Energy Acquisition Corp.), Underwriting Agreement (KLR Energy Acquisition Corp.), Underwriting Agreement (KLR Energy Acquisition Corp.)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) of Ellenoff Xxxxxxxx Gxxxxxxx & Schole LLP, U.S. counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 3 contracts
Samples: Underwriting Agreement (MTech Acquisition Corp), Underwriting Agreement (MTech Acquisition Corp), Underwriting Agreement (Forum Merger Corp)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) of Ellenoff Xxxxxxxx & Schole LLPGxxxxxxxx Txxxxxx, P.A., counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 3 contracts
Samples: Underwriting Agreement (Dila Capital Acquisition Corp), Underwriting Agreement (Bite Acquisition Corp.), Underwriting Agreement (DD3 Acquisition Corp. II)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) of Ellenoff Xxxxxxxx & Schole Akerman LLP, counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 2 contracts
Samples: Underwriting Agreement (Big Rock Partners Acquisition Corp.), Underwriting Agreement (Big Rock Partners Acquisition Corp.)
Opinion of Company Counsel. On each of the Closing Date or and the Option Closing Date, if any, the Representative shall have received the favorable opinions opinion (along with a negative assurance lettersletter) of Ellenoff Xxxxxxxx Xxxxxxx & Schole Xxxxxx LLP, counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 2 contracts
Samples: Underwriting Agreement (GigCapital2, Inc.), Underwriting Agreement (GigCapital2, Inc.)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions opinion (along with negative assurance lettersletter) of Ellenoff Xxxxxxxx & Schole LLPXxxxxx, counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 2 contracts
Samples: Underwriting Agreement (Property Solutions Acquisition Corp.), Underwriting Agreement (Property Solutions Acquisition Corp.)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions opinion (along with negative assurance letters) of Ellenoff Xxxxxxxx & Schole LLPGxxxxxxx Mxxxxx, counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 2 contracts
Samples: Underwriting Agreement (Legato Merger Corp. Ii), Underwriting Agreement (Legato Merger Corp. Ii)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, there shall have been furnished to the Representative shall have received (i) the favorable opinions (along with opinion and negative assurance letters) letter of Ellenoff Xxxxxxxx Ropes & Schole Xxxx LLP, counsel to for the Company, and (ii) the opinion of Xxxxx Xxxxx, the Company’s internal Patent Counsel, each dated such Closing Date and addressed to the Representative as representative for Underwriters, in the several Underwriters form and in form mutually agreed substance satisfactory to by the Company and the Representative.
Appears in 2 contracts
Samples: Underwriting Agreement (Microvision, Inc.), Underwriting Agreement (Microvision, Inc.)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions opinion (along with a negative assurance lettersletter) of Ellenoff Xxxxxxxx & Schole LLPXxxxxx, counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 2 contracts
Samples: Underwriting Agreement (InterPrivate Acquisition Corp.), Underwriting Agreement (InterPrivate Acquisition Corp.)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) of Ellenoff Xxxxxxxx Sxxxxxxx Xxxxxx Xxxxxxx & Schole Hxxxxxx LLP, counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 1 contract
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) opinion of Ellenoff Xxxxxxxx & Schole LLP, counsel to Broad and Cxxxxx dated as of the CompanyClosing Date, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.attached hereto as Exhibit A.
Appears in 1 contract
Samples: Underwriting Agreement (MedWorth Acquisition Corp.)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) of Ellenoff Xxxxxxxx & Schole Xxxxxx Xxxxxx LLP, counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.. Xxxx Capital Partners, LLC October 18, 2021 Page 27 of 45
Appears in 1 contract
Samples: Underwriting Agreement (Sportsmap Tech Acquisition Corp.)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative Representatives shall have received the favorable opinions opinion (along with including a negative assurance lettersprovision) of Ellenoff Xxxxxxxx Xxxxxx & Schole LLPXxxxxx L.L.P., counsel to the Company, addressed to the Representative Representatives as representative representatives for the several Underwriters and in form mutually agreed to by the Company and the RepresentativeRepresentatives.
Appears in 1 contract
Samples: Underwriting Agreement (Black Mountain Acquisition Corp.)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) of Ellenoff Xxxxxxxx Manatt, Xxxxxx & Schole Xxxxxxxx, LLP, counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 1 contract
Samples: Underwriting Agreement (Digital Health Acquisition Corp.)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) of Ellenoff Xxxxxxxx & Schole LLPXxxxxxxxx Xxxxxxx, P.A., counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 1 contract
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions opinion (along with a negative assurance lettersletter) of Ellenoff Xxxxxxxx & Schole Gxxxxxxxx Txxxxxx, LLP, counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 1 contract
Samples: Underwriting Agreement (Schultze Special Purpose Acquisition Corp.)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) opinion of Ellenoff Xxxxxxxx XxXxxxxxx Will & Schole LLP, counsel to Xxxxx LLP dated as of the CompanyClosing Date, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 1 contract
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) of Ellenoff Xxxxxxxx & Schole Oxxxxx Frome Wxxxxxx LLP, counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 1 contract
Samples: Underwriting Agreement (Ault Disruptive Technologies Corp)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) opinion of Ellenoff Xxxxxxxx & Schole LLP, counsel to Broad and Xxxxxx dated as of the CompanyClosing Date, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.attached hereto as Exhibit A.
Appears in 1 contract
Samples: Underwriting Agreement (MedWorth Acquisition Corp.)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) opinion of Ellenoff Xxxxxxxx & Schole LLP, counsel to Xxxxxx dated as of the CompanyClosing Date, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.attached hereto as Exhibit A.
Appears in 1 contract
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) of Ellenoff Xxxxxxxx Manatt, Pxxxxx & Schole Pxxxxxxx, LLP, counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 1 contract
Samples: Underwriting Agreement (Digital Health Acquisition Corp.)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) opinion of Ellenoff Xxxxxxxx MxXxxxxxx Will & Schole LLP, counsel to Exxxx LLP dated as of the CompanyClosing Date, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 1 contract
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) of Ellenoff Xxxxxxxx & Schole Xxxxxx Xxxxxx LLP, counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 1 contract
Samples: Underwriting Agreement (Sportsmap Tech Acquisition Corp.)
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions opinion (along with negative assurance lettersletter) of Ellenoff Xxxxxxxx & Schole LLPGraxxxxx Xxlxxx, counsel xounsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 1 contract
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) of Ellenoff Xxxxxxxx & Schole Xxxxxx Xxxxxxxx Xxxxxxx LLP, counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 1 contract
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions opinion (along with a negative assurance lettersletter) of Ellenoff Xxxxxxxx & Schole LLPGrexxxxxx Xxaxxxx, XLP, counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 1 contract
Samples: Underwriting Agreement (Schultze Special Purpose Acquisition Corp.)
Opinion of Company Counsel. On each of the Closing Date or and the Option Closing Date, if any, the Representative shall have received the favorable opinions (along with negative assurance letters) of Ellenoff Xxxxxxxx & Schole LLPGxxxxxxxx Txxxxxx, P.A., counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 1 contract
Opinion of Company Counsel. On each of the Closing Date or the Option Closing Date, if any, the Representative shall have received the favorable opinions opinion (along with negative assurance lettersletter) of Ellenoff Xxxxxxxx MxXxxxxx & Schole English, LLP, counsel to the Company, addressed to the Representative as representative for the several Underwriters and in form mutually agreed to by the Company and the Representative.
Appears in 1 contract
Samples: Underwriting Agreement (Makara Strategic Acquisition Corp.)