Common use of Closing Date Opinion of Counsel Clause in Contracts

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

Closing Date Opinion of Counsel. On the Closing Date, the Underwriter shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxx & Xxxxxx LLPXxxxx, P.C., counsel to the Company, dated the Closing Date and addressed to the Underwriter, substantially in a form reasonably acceptable to the Underwriter.and substance attached hereto as Exhibit B.

Closing Date Opinion of Counsel. On the Closing Date, the Underwriter shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxx Xxxxxxxxxx & Xxxxxx LLPXxxxx, counsel to the Company, (a form of such opinion is attached as Annex 2 hereto), which opinion shall include a statement of negative assurance (a form of which is attached as Annex 3 hereto), dated the Closing Date and addressed to the Underwriter, in a form and substance reasonably acceptable satisfactory to the Underwriter.

Closing Date Opinion of Counsel. On the Closing Date, the Underwriter shall have received the favorable opinion of Xxxxxx Hxxxxx Xxxxxxx Xxxxx & Xxxxxx Exxxx, LLP, counsel to the Company, and 10b-5 letter of negative assurance, in each case dated the Closing Date and addressed to the Underwriter, substantially in a the form reasonably acceptable to the Underwriterof Exhibit D and Exhibit E, respectively, attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Underwriter shall have received the favorable opinion of Xxxxxxxxx Xxxxxx Xxxxxxx Xxxxx & Xxxxxx Xxxxxx, LLP, counsel to the Company, dated the Closing Date and addressed to the Underwriter, in a the form reasonably acceptable agreed to by the UnderwriterUnderwriter and such counsel.

Closing Date Opinion of Counsel. On or before the Closing Date, the Underwriter shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxx Certilman Balin Axxxx & Xxxxxx Hxxxx, LLP, counsel to the Company, dated the Closing Date and addressed to the Underwriter, in a form and substance reasonably acceptable satisfactory to the Underwriter, to the effect set forth in Exhibit D attached hereto (except that no opinion need be given to the extent covered by Section 4.2.2 or 4.2.3).

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

Closing Date Opinion of Counsel. On the Closing Date, the Underwriter shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxxx Xxxxxxxxxx & Xxxxx & Xxxxxx LLP, counsel to the Company, dated the Closing Date and addressed to the Underwriter, in a such form reasonably as shall be acceptable to the Underwriter.

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

Closing Date Opinion of Counsel. On the Closing Date, the Underwriter Underwriters shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxx & Xxxxxx Dechert LLP, counsel to the Company, dated as of the Closing Date, addressed to the Underwriters and in the form attached hereto as Exhibit A. On the Option Closing Date, if any, the Underwriters shall receive the favorable bringdown opinion of Dechert LLP, dated as of the Option Closing Date and addressed to the Underwriter, in a form reasonably acceptable to the UnderwriterUnderwriters.

Closing Date Opinion of Counsel. On the Closing Date, the Underwriter Underwriters shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxx Xxxx & Xxxxxx Xxxxxxxxx LLP, counsel to the Company, dated the as of the Closing Date and Date, addressed to the Underwriter, Underwriters and in a form reasonably acceptable and substance satisfactory to the Underwriter.Xxxxxxx attached hereto as Exhibit C.

Closing Date Opinion of Counsel. On the Closing Date, the Underwriter shall have received the favorable written opinion of Xxxxxx Xxxxxxx Xxxxx Xxxxxxx & Xxxxxx LLPLi LLC, the securities counsel to the Company, Company in form satisfactory to the Underwriter and Underwriter Counsel (and in any case including negative assurance language) dated as of the Closing Date and addressed to the Underwriter, in a form reasonably acceptable to the Underwriter.

Closing Date Opinion of Counsel. On the Closing Date, the Underwriter Underwriters shall have received the favorable written opinion of Xxxxxx Sichenzia Rxxx Xxxxxxx Xxxxx & Xxxxxx LLP, the securities counsel to the Company, Company in form satisfactory to the Representative and Underwriter Counsel (and in any case including negative assurance language) dated as of the Closing Date and addressed to the Underwriter, in a form reasonably acceptable to the UnderwriterUnderwriters.

Closing Date Opinion of Counsel. On the Closing Date, the Underwriter shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxx Gxxxxxxxx Exxxxxx Axxxx Bell & Xxxxxx Peskoe LLP, counsel to the Company, dated the Closing Date and addressed to the Underwriter, substantially in a the form reasonably acceptable to the Underwriterof Exhibit D attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Underwriter Underwriters shall have received (i) the favorable opinion and (ii) a written statement providing certain “10b-5” negative assurances, in each case, of Xxxxxx Xxxxxxx Xxxxx & Xxxxxx LLPLovells, counsel to the Company, dated the Closing Date and addressed to the Underwriter, Underwriters in a form reasonably acceptable to the Underwritercustomary form.

Closing Date Opinion of Counsel. On the each Closing Date, the Underwriter shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxx & Xxxxxx LLPXxxxxxx, counsel to the Company, dated the Closing Date and Date, addressed to the Underwriter, Underwriter and in a form reasonably acceptable and substance satisfactory to the Underwriter.

Closing Date Opinion of Counsel. On the Closing Date, the Underwriter shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxx & Xxxxxx Dechert LLP, counsel to the Company, dated as of the Closing Date, addressed to the Underwriter and in the form attached hereto as Exhibit A. On the Option Closing Date, if any, the Underwriter shall receive the favorable bringdown opinion of Dechert LLP, dated as of the Option Closing Date and addressed to the Underwriter, in a form reasonably acceptable to the Underwriter.

Closing Date Opinion of Counsel. On the Closing Date, the Underwriter shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxx & Xxxxxx LLPDisclosure Law Group, a Professional Corporation, counsel to the Company (“Company’s Counsel”), and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and addressed to the Underwriter, substantially in a the form reasonably acceptable to the Underwriterof Exhibit D attached hereto.

Closing Date Opinion of Counsel. On the Closing Date, the Underwriter shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxx Ellenoff Xxxxxxxx & Xxxxxx Schole LLP, U.S. securities counsel to the Company, dated the Closing Date and Date, addressed to the Underwriter, in a form and substance reasonably acceptable satisfactory to the Underwriter.

Closing Date Opinion of Counsel. On the Closing Date, the Underwriter shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxx Xxxxxxxx & Xxxxxx Xxxxxxxx LLP, counsel to the Company, in substantially the form agreed to with counsel to the Underwriter prior to the date hereof and a statement of negative assurance in substantially the form agreed to with counsel to the Underwriter prior to the date hereof, in each case dated the Closing Date and addressed to the Underwriter, in a form and substance reasonably acceptable satisfactory to the Underwriter.

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

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

Closing Date Opinion of Counsel. On the Closing Date, the Underwriter shall have received the favorable opinion and negative assurance letter of Xxxxxx Xxxxxxx Xxxxx Xxxx Xxxxxxxxxx & Xxxxxx Xxxxxxxxx LLP, counsel to the Company, and Xxxxxxx Law, Inc., Nevada counsel to the Company, dated the Closing Date and addressed to the Underwriter, Underwriter each in a form reasonably acceptable to the Underwriter.

Closing Date Opinion of Counsel. On the Closing Date, the Underwriter shall have received (i) the favorable opinion and (ii) a written statement providing certain “10b-5” negative assurances, in each case, of Xxxxxx Xxxxxxx Xxxxx & Xxxxxx LLPLovells (“Company Counsel”), counsel to the Company, dated the Closing Date and addressed to the Underwriter, Underwriter in a customary form and reasonably acceptable to the Underwriter.

Closing Date Opinion of Counsel. On the Closing Date, the Underwriter shall have received (i) the favorable opinion and (ii) a written statement providing certain “10b-5” negative assurances, in each case, of Xxxxxx Xxxxxxx Xxxxx & Xxxxxx LLPLovells, counsel to the Company, dated the Closing Date and addressed to the Underwriter, Underwriter in a form reasonably acceptable to the Underwritercustomary form.

Closing Date Opinion of Counsel. On the Closing Date, the Underwriter shall have received the favorable written opinion of Xxxxxx Hxxxxx Xxxxxxx Xxxxx Xxxxxxx & Xxxxxx LLPLi LLC, the securities counsel to the Company, Company in form satisfactory to the Underwriter and Underwriter Counsel (and in any case including negative assurance language) dated as of the Closing Date and addressed to the Underwriter, in a form reasonably acceptable to the Underwriter.

Closing Date Opinion of Counsel. On the Closing Date, the Underwriter Underwriters shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxx & Xxxxxx Xxxxxxx, LLP, counsel to the Company, dated the Closing Date and addressed to the Underwriter, in a form reasonably acceptable to the Underwriter.Underwriters, covering the matters set forth in Exhibit A.

Closing Date Opinion of Counsel. On the Closing Date, the Underwriter Underwriters shall have received the favorable opinion and negative assurance letter of Xxxxxx | Xxxxxxxxxx LLP, 000 Xxxxxxx Xxxxx & Xxxxxx LLPXxx, 0xx Xxx, Xxx Xxxx, XX 00000, counsel to the Company, dated the Closing Date and addressed to the UnderwriterRepresentative, in a form and substance reasonably acceptable satisfactory to the UnderwriterRepresentative.

Closing Date Opinion of Counsel. On the Closing Date, the Underwriter shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxx Xxxxxxx & Xxxxxx LLPLi LLC, U.S. securities counsel to the Company, dated the Closing Date and Date, addressed to the Underwriter, in a form and substance reasonably acceptable satisfactory to the Underwriter.

Closing Date Opinion of Counsel. On the Closing Date, the Underwriter shall have received the favorable opinion and negative assurance letter of Xxxxxx Xxxxxxx Xxxxx Xxxx Xxxxxxxxxx & Xxxxxx Xxxxxxxxx LLP, counsel to the Company, and Westward Law Group, Nevada counsel to the Company, dated the Closing Date and addressed to the Underwriter, Underwriter each in a form reasonably acceptable to the Underwriter.

Closing Date Opinion of Counsel. On the Closing Date and on each Option Closing Date, the Underwriter Underwriters shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxx & Xxxxxx LLPXxxxxxxxxx LLP , 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 UnderwriterUnderwriters, substantially in a the form reasonably acceptable to the Underwriterof Exhibit C attached hereto.

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

Closing Date Opinion of Counsel. On the Closing Date, the Underwriter shall have received the favorable opinion of Xxxxxx Xxxxxxx Xxxxx & Xxxxxx Sidley Austin LLP, U.S. securities counsel to the Company, dated the Closing Date and Date, addressed to the Underwriter, in a form and substance reasonably acceptable satisfactory to the Underwriter.