Common use of Opinion of Counsel; Bring-Down Clause in Contracts

Opinion of Counsel; Bring-Down. Prior to the first Fixed Request Exercise Date, the Investor shall have received an opinion from outside counsel to the Company, in the form mutually agreed to by the parties hereto. On each Settlement Date, the Investor shall have received an opinion “bring down” from outside counsel to the Company, dated the applicable Settlement Date, in the form mutually agreed to by the parties hereto.

Appears in 6 contracts

Samples: Common Stock Purchase Agreement (Globalstar, Inc.), Common Stock Purchase Agreement (Kv Pharmaceutical Co /De/), Common Stock Purchase Agreement (Omeros Corp)

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Opinion of Counsel; Bring-Down. Prior to the first Fixed Request Draw Down Exercise Date, the Investor shall have received an opinion from outside counsel to the Company, in the form mutually agreed to by the parties heretohereto prior to the date hereof. On each Settlement Date, the Investor shall have received an opinion “bring down” from outside counsel to the Company, dated the applicable Settlement Date, in the form mutually agreed to by the parties heretohereto prior to the date hereof.

Appears in 5 contracts

Samples: Common Stock Purchase Agreement (Sanwire Corp), Registration Rights Agreement, Common Stock Purchase Agreement (Santo Mining Corp.)

Opinion of Counsel; Bring-Down. Prior to the first Fixed Request Draw Down Exercise Date, the Investor shall have received an opinion from outside counsel to the Company, in the form mutually agreed to by the parties hereto. On each Settlement Date, the Investor shall have received an opinion “bring down” from outside counsel to the Company, dated the applicable Settlement Date, in the form mutually agreed to by the parties hereto.

Appears in 5 contracts

Samples: Common Stock Purchase Agreement (Terra Tech Corp.), Common Stock Purchase Agreement (Terra Tech Corp.), Common Stock Purchase Agreement (American Petro-Hunter Inc)

Opinion of Counsel; Bring-Down. Prior to the first Fixed Request Exercise Date, the Investor shall have received (i) an opinion from outside counsel to the Company, in the form mutually agreed to by the parties hereto. On each Settlement Date, hereto prior to the Investor shall have received an opinion “bring down” from date hereof and (ii) any Bring Down Opinions for which the Company was obligated to instruct its outside counsel to the Company, dated the applicable Settlement Date, deliver prior to such Fixed Request Exercise Date in the form mutually agreed to by the parties heretoaccordance with Section 6.19 hereof.

Appears in 3 contracts

Samples: Common Stock Purchase Agreement (Humanigen, Inc), Common Stock Purchase Agreement (Bio Key International Inc), Common Stock Purchase Agreement (Amyris, Inc.)

Opinion of Counsel; Bring-Down. Prior to the first Fixed Request Exercise Date, the Investor shall have received an opinion from outside counsel to the Company and, if applicable, in-house counsel to the Company, in the form forms mutually agreed to by the parties hereto. On each Settlement Date, the Investor shall have received an opinion “bring down” from outside counsel to the Company and, if applicable, in-house counsel to the Company, dated the applicable Settlement Date, in the form forms mutually agreed to by the parties hereto.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Microvision Inc), Common Stock Purchase Agreement (Microvision Inc)

Opinion of Counsel; Bring-Down. Prior to the first Fixed Request Draw Down Exercise Date, the Investor shall have received an opinion from outside counsel to the Company, in the form mutually agreed to by the parties heretohereto prior to the date hereof. On each Settlement Date, the Investor shall have received receive an opinion “bring down” from outside counsel to the Company, dated the applicable Settlement Date, in the form mutually agreed to by the parties heretohereto prior to the date hereof.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Bioheart, Inc.), Common Stock Purchase Agreement (Bioheart, Inc.)

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Opinion of Counsel; Bring-Down. Prior to the first Fixed Request Exercise Date, the Investor shall have received an opinion from outside counsel to the Company, in the form mutually agreed to by the parties hereto. On each Settlement Date, the Investor shall have received an opinion “bring down” from outside counsel to the Company and an opinion “bring-down” from in-house counsel to the Company, in each case, dated the applicable Settlement Date, in the form mutually agreed to by the parties hereto.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Emcore Corp)

Opinion of Counsel; Bring-Down. Prior Subsequent to the filing of the Current Report pursuant to Section 1.4 and prior to the first Fixed Request Exercise Date, the Investor shall have received an opinion from outside counsel to the Company, Company in the form mutually agreed to by the parties hereto. On each Settlement Date, the Investor shall have received an opinion “bring down” from outside counsel to the Company, dated the applicable Settlement Date, Company in the form mutually agreed to by the parties hereto.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Syntroleum Corp)

Opinion of Counsel; Bring-Down. Prior to the first Fixed Request Draw Down Exercise Date, the each Investor shall have received an opinion from outside counsel to the Company, in the form mutually agreed to by the parties heretohereto prior to the date hereof. On each Settlement Date, the each Investor shall have received an opinion “bring down” from outside counsel to the Company, dated the applicable Settlement Date, in the form mutually agreed to by the parties heretohereto prior to the date hereof.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Liquidmetal Technologies Inc)

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