Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance Notice, the Investor shall have received an opinion letter from counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 68 contracts
Samples: Standby Equity Purchase Agreement (Envirotech Vehicles, Inc.), Standby Equity Purchase Agreement (NeuroSense Therapeutics Ltd.), Equity Purchase Agreement (Vsee Health, Inc.)
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance NoticeNotice and the first Pre-Paid Advance, the Investor shall have received an opinion letter from counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 15 contracts
Samples: Standby Equity Purchase Agreement (Baijiayun Group LTD), Standby Equity Purchase Agreement (Coeptis Therapeutics Holdings, Inc.), Standby Equity Purchase Agreement (Inception Growth Acquisition LTD)
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance Notice, the Investor shall have received an opinion letter and negative assurances letter from counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 12 contracts
Samples: Purchase Agreement (Australian Oilseeds Holdings LTD), Purchase Agreement (Cero Therapeutics Holdings, Inc.), Purchase Agreement (BitNile Metaverse, Inc.)
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance Notice, the Investor shall have received an opinion letter from counsel to the Company in form and substance reasonably satisfactory acceptable to the Investor, containing, at a minimum, the opinions set forth in Exhibit βCβ attached hereto.
Appears in 12 contracts
Samples: Committed Equity Facility Agreement, Committed Equity Facility Agreement (Millennium Healthcare Inc.), Committed Equity Facility Agreement (Sunpeaks Ventures, Inc.)
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance Notice, the Investor shall have received an opinion letter from counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 6 contracts
Samples: Standby Equity Subscription Agreement (Antelope Enterprise Holdings LTD), Standby Equity Subscription Agreement (Antelope Enterprise Holdings LTD), Standby Equity Subscription Agreement (Antelope Enterprise Holdings LTD)
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance NoticeRequest, the Investor shall have received an opinion letter from counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 6 contracts
Samples: Prepaid Advance Agreement (Canoo Inc.), Pre Paid Advance Agreement (Canoo Inc.), Pre Paid Advance Agreement (Lightning eMotors, Inc.)
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance Notice, the Investor shall have received an opinion letter from counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 5 contracts
Samples: Standby Equity Distribution Agreement (Ideanomics, Inc.), Standby Equity Distribution Agreement (Ideanomics, Inc.), Standby Equity Distribution Agreement (KULR Technology Group, Inc.)
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance Notice, the Investor shall have received an opinion and negative assurances letter from counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 3 contracts
Samples: Purchase Agreement (Scienture Holdings, Inc.), Purchase Agreement (Kairos Pharma, LTD.), Purchase Agreement (Safe & Green Development Corp)
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance NoticeNotice and the First Pre-Paid Advance, the Investor shall have received an opinion letter from counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 3 contracts
Samples: Standby Equity Purchase Agreement (Nukkleus Inc.), Standby Equity Purchase Agreement (Armlogi Holding Corp.), Standby Equity Purchase Agreement (Atlantic Coastal Acquisition Corp. II)
Opinion of Counsel. Prior to the earlier of (i) the date of the delivery by the Company of the first Advance Notice, and (ii) the first Pre-Advance Date, the Investor shall have received an opinion letter from counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 3 contracts
Samples: Standby Equity Purchase Agreement (Helbiz, Inc.), Standby Equity Purchase Agreement (Helbiz, Inc.), Standby Equity Purchase Agreement (Helbiz, Inc.)
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance NoticeNotice and the First Pre-Paid Advance, the Investor shall have received an opinion letter from counsel to the Company regarding the good standing of the Company, legality, validity and enforceability of the Transaction Documents and the validity of the Shares in form and substance reasonably satisfactory to the Investor.
Appears in 2 contracts
Samples: Standby Equity Purchase Agreement (Powell Max LTD), Standby Equity Purchase Agreement (Powell Max LTD)
Opinion of Counsel. Prior to the earlier of (i) the date of the delivery by the Company of the first Advance NoticeNotice and (ii) the Pre-Advance Date, the Investor shall have received an opinion letter from counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 2 contracts
Samples: Standby Equity Purchase Agreement (Bird Global, Inc.), Standby Equity Purchase Agreement (Bird Global, Inc.)
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance NoticeNotice and the Pre-Paid Advance, the Investor shall have received an opinion letter from counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 1 contract
Samples: Standby Equity Purchase Agreement (Armada Acquisition Corp. I)
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance NoticeNotice and the second Pre-Paid Advance, the Investor shall have received an opinion letter from counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 1 contract
Samples: Standby Equity Purchase Agreement (Banzai International, Inc.)
Opinion of Counsel. Prior to the date of the first Pre-Paid Advance and prior to the delivery by the Company of the first Advance Notice, the Investor shall have received an opinion letter from counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 1 contract
Samples: Standby Equity Purchase Agreement (MSP Recovery, Inc.)
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance NoticeNotice and the first Subsequent Pre-Paid Advance, the Investor shall have received an opinion letter from counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 1 contract
Opinion of Counsel. Prior to the date of the delivery by the The Company of the first Advance Notice, shall cause the Investor shall to have received an opinion letter from counsel to the Company in form and substance reasonably satisfactory to the InvestorInvestor prior to the first Advance Notice.
Appears in 1 contract
Samples: Standby Equity Distribution Agreement (Advanced Life Sciences Holdings, Inc.)
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance Notice, the Investor shall have received an a customary opinion letter from counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 1 contract
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance Purchase Notice, the Investor shall have received an opinion letter from counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 1 contract
Opinion of Counsel. Prior to On the date of the delivery by the Company of the first Advance Noticeeach Advance, the Investor shall have received an opinion letter from counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 1 contract
Samples: Standby Equity Distribution Agreement (Acreage Holdings, Inc.)
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance Notice, the Investor shall have received an opinion letter from counsel to the Company substantially similar in form and substance reasonably satisfactory to the Investoropinion letter required pursuant to Axxxx XX.
Appears in 1 contract
Opinion of Counsel. Prior to the date of the delivery by first Pre-Advance Date, the Company of the first Advance Notice, shall cause to be delivered to the Investor shall have received an opinion letter from counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 1 contract
Samples: Supplemental Agreement (KULR Technology Group, Inc.)
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance NoticeRequest, the Investor shall have received an opinion letter from Dutch and US counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 1 contract
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance Notice, the Investor shall have received an opinion and negative assurances letter from counsel to the Company in form and substance reasonably satisfactory to the Investor, covering matters customary for the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Purchase Agreement (Focus Impact Acquisition Corp.)
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance Notice, the Investor shall have received an opinion letter from counsel to the Company substantially in the form and substance reasonably satisfactory to the Investor.
Appears in 1 contract
Samples: Standby Equity Purchase Agreement (ZOOZ Power Ltd.)
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance Notice, the Investor shall have received an opinion letter from counsel to the Company in form and substance reasonably satisfactory to the Investor.. 2
Appears in 1 contract
Samples: Standby Equity Purchase Agreement (InMed Pharmaceuticals Inc.)
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Pre-Paid Advance NoticeClosing, the Investor shall have received an opinion letter from counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 1 contract
Samples: Equity Purchase Facility Agreement (New Era Helium Inc.)
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance NoticeNotice and each Pre-Paid Advance, the Investor shall have received an opinion letter from counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 1 contract
Samples: Standby Equity Purchase Agreement (Soluna Holdings, Inc)
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance Notice, the Investor shall have received an customary opinion letter letters from counsel to the Company Company, in form and substance reasonably satisfactory to the Investor.
Appears in 1 contract
Samples: Standby Equity Purchase Agreement (Niocorp Developments LTD)
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance Notice, the Investor shall have received an opinion and negative assurances letter from both its US (federal securities) and Jersey counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 1 contract
Opinion of Counsel. Prior to the earlier of (i) the date of the delivery by the Company of the first Advance Notice, or (ii) the closing of a Promissory Note, the Investor shall have received an opinion letter from counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 1 contract
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance Notice, the Investor shall have received an opinion letter from counsel to the Company in customary form and substance reasonably satisfactory to the Investor.
Appears in 1 contract
Samples: Standby Equity Purchase Agreement (Applied Digital Corp.)
Opinion of Counsel. Prior to the date of the delivery by the Company of the first Advance Notice, the Investor shall have received an opinion letter and negative assurance letter from counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 1 contract
Samples: Standby Equity Purchase Agreement (Scilex Holding Co)
Opinion of Counsel. Prior to Pre-Advance Closing and prior to the date of the delivery by the Company of the first Advance Notice, the Investor shall have received an opinion letter letters from counsel to the Company in form and substance reasonably satisfactory to the Investor.
Appears in 1 contract
Samples: Standby Equity Purchase Agreement (Prairie Operating Co.)
