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 Xxxxxx Xxxxxxx Xxxxxxx LLC, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in the form of Exhibit C attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (One Horizon Group, Inc.)

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Closing Date Opinion of Counsel. On the Closing Date, the Representative Representatives shall have received the favorable written opinion and negative assurance letter of Xxxxxx Xxxxxxx Xxxxxxx LLCXxxx & Xxxx LLP., counsel to the Company, dated the Closing Date and addressed to the RepresentativeRepresentatives, substantially in form and substance reasonably satisfactory to the form of Exhibit C attached heretoRepresentatives.

Appears in 1 contract

Samples: Underwriting Agreement (Majestic Ideal Holdings LTD)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxx LLCopinion, and a written statement providing certain “10b-5” negative assurances, from Hxxxxx and Bxxxx, LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a form reasonably satisfactory to the form of Exhibit C attached heretoRepresentative.

Appears in 1 contract

Samples: Underwriting Agreement (NRX Pharmaceuticals, Inc.)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxx LLCPxxxxxxx Law Group, LLP, corporate and securities 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 the form of Exhibit C D attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (cbdMD, Inc.)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable written opinion and negative assurance letter of Xxxxxx Xxxxxxx Xxxxxxx LLCthe Law Offices of Exxxxx Xxxxxxx, a professional law corporation and counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in form and substance reasonably satisfactory to the form of Exhibit C attached heretoRepresentative.

Appears in 1 contract

Samples: Underwriting Agreement (Gamer Pakistan Inc)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxx & Xxxxxxx LLCLLP, 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 form of Exhibit C attached heretoRepresentative.

Appears in 1 contract

Samples: Underwriting Agreement (Eltek LTD)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxx LLCXxxxxxxx & Worcester 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 form and substance reasonably acceptable to the form of Exhibit C attached heretoRepresentative.

Appears in 1 contract

Samples: Underwriting Agreement (G Medical Innovations Holdings Ltd.)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxx LLCSxxxx & Wxxxxx L.L.P., counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in the form of Exhibit C D attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Cryoport, Inc.)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxx LLCXxxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in the form of Exhibit C D attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Stemline Therapeutics Inc)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion opinions (to include a negative assurance letter) of Xxxxxx Xxxxxxx Xxxxxxx LLCHxxxxx and Bxxxx, LLP (“Hxxxxx and Bxxxx”), securities counsel to the Company, dated the Closing Date and Date, addressed to the Representative and the other Underwriters and in form and substance reasonably satisfactory to the Representative, substantially in the form of Exhibit C attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Financial Strategies Acquisition Corp.)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxx LLCMxxxxxxx Xxxxxxxxx & Kxxxx LLP (“MSK”), counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in the form of Exhibit C D attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Perfect Moment Ltd.)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxx LLCPxxxxxxx Law Group LLP, corporate and securities 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 the form of Exhibit C D attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (cbdMD, Inc.)

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

Appears in 1 contract

Samples: Underwriting Agreement (Ballantyne Strong, Inc.)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx opinion, and a written statement providing certain “10b-5” negative assurances, from Hxxxxx Xxxxxxx Xxxxxxx & Li LLC, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a form reasonably satisfactory to the form of Exhibit C attached heretoRepresentative.

Appears in 1 contract

Samples: Underwriting Agreement (Shineco, Inc.)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxx LLCXxxxxxxx Xxxx 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 the form of Exhibit C D attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Sg Blocks, Inc.)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxx Xxxxxxx Xxxxxxx LLCLLP, counsel to the Company(“Company Counsel”) and a written statement from Company Counsel providing certain “10b-5” negative assurances, each dated the Closing Date and addressed to the Representative, substantially in the form of Exhibit C D attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (NanoFlex Power Corp)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxx LLCRxxx Xxxxx 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 form and substance reasonably satisfactory to the form of Exhibit C attached heretoRepresentative.

Appears in 1 contract

Samples: Underwriting Agreement (ProPhase Labs, Inc.)

Closing Date Opinion of Counsel. On the Closing Date, the Representative Representatives shall have received the favorable opinion and negative assurance letter of Xxxxxx Xxxxxxx Xxxxxxx LLCSxxxxxxxx Xxxx Xxxxxxxx Ference LLP, U.S. counsel to the Company, and Sxxxxxxxxxx Advokatbyrå AB, counsel to the Company, dated the Closing Date and addressed to the Representative, Representatives each in form substantially in the form of similar to Exhibit C attached F hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Oasmia Pharmaceutical AB)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion and negative assurance letter of Xxxxxx Xxxxxxx Xxxxxxx LLCLLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in the form of Exhibit C B-1 and Exhibit B-2 attached hereto, respectively.

Appears in 1 contract

Samples: Underwriting Agreement (Lipocine Inc.)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion letter of Xxxxxx Xxxxxxx Xxxxxxx LLCTroyGould PC, 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 form and substance reasonably satisfactory to the form of Exhibit C attached heretoRepresentative.

Appears in 1 contract

Samples: Underwriting Agreement (Sigma Labs, Inc.)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxx Xxxx & Xxxx, LLC, 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 the form of Exhibit C attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Cel Sci Corp)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxxxxx Xxxxxxx Xxxxxxx LLCLLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in the form of Exhibit C attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Altamira Therapeutics Ltd.)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion opinion, including a negative assurance letter, of Xxxxxx Xxxxxxx Xxxxxxx LLCLucosky Xxxxxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in the form of Exhibit C E attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Activecare, Inc.)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxx LLCRxxx Xxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in the form of Exhibit C D attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Function(x) Inc.)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion opinion, and written statement providing certain "10b-5" negative assurances of Xxxxx Xxxxxx Xxxxxxx Xxxxxxx LLCLLP ("Company Counsel"), counsel to the Company, as set forth in Exhibit D hereto, dated the Closing Date and addressed to the Representative, substantially in form and substance reasonably satisfactory to the form of Exhibit C attached heretoRepresentative.

Appears in 1 contract

Samples: Underwriting Agreement (Aduro Clean Technologies Inc.)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion opinion(s) of Xxxxxx Xxxxxxx Xxxxxxx LLCXxxx & Xxxx, LLP counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in the form of Exhibit C D attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Biovie Inc.)

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Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxx LLCXxxxxxxx Xxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in the form of Exhibit C E attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Sg Blocks, Inc.)

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 Xxxxxx Sichenzia Xxxx Xxxxxxx Xxxxxxx LLCLLP, counsel to the CompanyCompany (“Company Counsel”), and (ii) the letter regarding intellectual property matters of Dentons US LLP, intellectual property counsel to the Company (“Intellectual Property Counsel”), each dated the Closing Date and addressed to the Representative, substantially in form and substance reasonably satisfactory to the form of Exhibit C attached heretoRepresentative.

Appears in 1 contract

Samples: Underwriting Agreement (Wytec International Inc)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxx Xxxx & Xxxx, LLC, 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 the form of Exhibit C D attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Cel Sci Corp)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Sxxxxxxxx Xxxx Xxxxxxx Xxxxxxx LLCCarmel LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in the form of Exhibit C D attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (EzFill Holdings Inc)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxx Xxxx & Xxxx, LLC, 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 the form of Exhibit C A attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Cel Sci Corp)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxx LLCXxxxx X. Xxxxxxxx & Associates, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in the form of Exhibit C D attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (High Roller Technologies, Inc.)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxx LLCRxxx Xxxxx 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 the form of Exhibit C attached heretoand substance reasonably satisfactory to the Representative.

Appears in 1 contract

Samples: Underwriting Agreement (ProPhase Labs, Inc.)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxx LLCXxxxx X. Xxxx, P.A, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in the form of Exhibit C D attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (SMTP, Inc.)

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 Xxxxxx Xxxxxxx Xxxxxxx LLCLLP (“Company Counsel”), counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in form and substance reasonably satisfactory to the form of Exhibit C attached heretoRepresentative.

Appears in 1 contract

Samples: Underwriting Agreement (Gladstone Companies, Inc.)

Closing Date Opinion of Counsel. On the Closing Date, the Representative Representatives shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxx LLC& Bird LLP, counsel to the Company, dated the Closing Date and addressed to the RepresentativeRepresentatives, substantially in the form of Exhibit C D attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Stemline Therapeutics Inc)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxx LLC& 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, substantially in a form reasonably satisfactory to the form of Exhibit C attached heretoRepresentative.

Appears in 1 contract

Samples: Underwriting Agreement (Lirum Therapeutics, Inc.)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion opinion, and written statement providing certain "10b-5" negative assurances of Xxxxxx Xxxxxxx Xxxxxxx LLCCozen X'Xxxxxx LLP ("Company Counsel"), counsel to the Company, as set forth in Exhibit D hereto, dated the Closing Date and addressed to the Representative, substantially in form and substance reasonably satisfactory to the form of Exhibit C attached heretoRepresentative.

Appears in 1 contract

Samples: Underwriting Agreement (Aduro Clean Technologies Inc.)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxx LLCTxxxxxxx Pxxxxx Xxxxxxxx Sxxxxxx 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 the form of Exhibit C attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Polar Power, Inc.)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxx LLCProcter LLP, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in form and substance reasonably satisfactory to the form of Exhibit C attached heretoRepresentative.

Appears in 1 contract

Samples: Underwriting Agreement (Transcode Therapeutics, Inc.)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxx LLCXxxxxxxx Xxxxxxxxxx & Xxxxx LLP, counsel to the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date Date, in form and substance reasonably satisfactory to Representative’s Counsel addressed to the Representative and stating that such opinion may be relied upon by Representative, substantially in the form of Exhibit C attached hereto’s Counsel.

Appears in 1 contract

Samples: Underwriting Agreement (Unifoil Holdings, Inc.)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxx LLCSxxxxxxx, Lxxx & Kxxxxxxx, 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 the form of Exhibit C D attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Oragenics Inc)

Closing Date Opinion of Counsel. On the Closing Date, the Representative shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxx LLCopinion, and a written statement providing certain “10b-5” negative assurances, from Disclosure Law Group, counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a form reasonably satisfactory to the form of Exhibit C attached heretoRepresentative.

Appears in 1 contract

Samples: Underwriting Agreement (NRX Pharmaceuticals, Inc.)

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