Common use of Opinion of Underwriters’ Counsel Clause in Contracts

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 20 contracts

Samples: Purchase Agreement (Progenity, Inc.), Purchase Agreement (Progenity, Inc.), Purchase Agreement (ElectroCore, LLC)

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Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions and negative assurance statement from Xxxxxx & Faegre Xxxxx Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related such matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 7 contracts

Samples: Underwriting Agreement (HyreCar Inc.), Underwriting Agreement (IZEA Worldwide, Inc.), Underwriting Agreement (IZEA Worldwide, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx Procter LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related such matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 6 contracts

Samples: Underwriting Agreement (Viking Therapeutics, Inc.), Underwriting Agreement (Viking Therapeutics, Inc.), Underwriting Agreement (Usa Technologies Inc)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx Faegre Bxxxx Dxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related such matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 5 contracts

Samples: Purchase Agreement (Qumu Corp), Underwriting Agreement (Chembio Diagnostics, Inc.), Underwriting Agreement (Yuma Energy, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Faegre Xxxxx Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related such matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 4 contracts

Samples: Purchase Agreement (RiceBran Technologies), Underwriting Agreement (CareDx, Inc.), Underwriting Agreement (CareDx, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx Cxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 4 contracts

Samples: Underwriting Agreement (Orthopediatrics Corp), Underwriting Agreement (Orthopediatrics Corp), Underwriting Agreement (Orthopediatrics Corp)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, you such opinion or opinions from Xxxxxx & Faegre Xxxxx Xxxxxxx LLP, counsel for the several UnderwritersUnderwriter, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 4 contracts

Samples: Purchase Agreement (Netlist Inc), Purchase Agreement (Icad Inc), Purchase Agreement (Quantum Fuel Systems Technologies Worldwide, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such the opinion or opinions and negative assurance letter from Xxxxxx & Xxxxxxx LLPDLA Piper LLP (US), counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Purchase Agreement (Marker Therapeutics, Inc.), Purchase Agreement (Digi International Inc), Purchase Agreement (Infinity Pharmaceuticals, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx Bird LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package Statutory Prospectus or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Underwriting Agreement (Abacus Life, Inc.), Underwriting Agreement (Abacus Life, Inc.), Underwriting Agreement (Abacus Life, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, you such opinion or opinions from Xxxxxx & Xxxxxxx LLP, counsel for the several UnderwritersUnderwriter, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Underwriting Agreement (K2m Group Holdings, Inc.), Underwriting Agreement (K2m Group Holdings, Inc.), Purchase Agreement (K2m Group Holdings, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several UnderwritersRepresentative, such opinion or opinions from Xxxxxx & Xxxxxxx K&L Gates LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Purchase Agreement (Mast Therapeutics, Inc.), Purchase Agreement (Mast Therapeutics, Inc.), Purchase Agreement (Mast Therapeutics, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such opinion or opinions from Xxxxxx & Faegre Xxxxx Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Underwriting Agreement (Airgain Inc), Purchase Agreement (AgEagle Aerial Systems Inc.), Purchase Agreement (AgEagle Aerial Systems Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx Procter LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Purchase Agreement (Motus GI Holdings, Inc.), Purchase Agreement (Motus GI Holdings, Inc.), Purchase Agreement

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such the opinion or opinions and negative assurance letter from Xxxxxx & Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package Prospectus or the Prospectus and other related matters as you the Representative reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Underwriting Agreement (ViewRay, Inc.), Underwriting Agreement (ViewRay, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx Xxxxxxxxxx & Xxxxxxx LLPXxxxx, P.A., counsel for to the several UnderwritersRepresentative, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Underwriting Agreement (Fresh Vine Wine, Inc.), Underwriting Agreement (Fresh Grapes, LLC)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx K&L Gates LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Purchase Agreement (Trovagene, Inc.), Purchase Agreement (Trovagene, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such opinion or opinions from of Xxxxxx & Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 2 contracts

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

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx Faegre Bxxxx Dxxxxxx LLP, counsel for the several UnderwritersRepresentative, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Purchase Agreement (Principal Solar, Inc.), Underwriting Agreement (CUI Global, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to youthe Representative, as Representatives representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx K&L Gates LLP, counsel for the several Underwriters, dated as of such Closing Date and addressed to youthe Representative, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and any other related matters as you the Representative may reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Purchase Agreement (S1 Biopharma, Inc.), Purchase Agreement (S1 Biopharma, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx Procter LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Underwriting Agreement (Gelesis Inc), Purchase Agreement (Argos Therapeutics Inc)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx Procter LLP, counsel for the several Underwriters, dated such the Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Purchase Agreement (CONTRAFECT Corp), Warrant Agreement (CONTRAFECT Corp)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package Prospectus or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Underwriting Agreement (Eiger BioPharmaceuticals, Inc.), Purchase Agreement (Eiger BioPharmaceuticals, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Faegre Xxxxx Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Common Stock (Cachet Financial Solutions, Inc.), Common Stock (Cachet Financial Solutions, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx Gxxxxxx Procter LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Purchase Agreement (Motus GI Holdings, Inc.), Purchase Agreement (Motus GI Holdings, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx Procter LLP, counsel for the several Underwriters, dated such the Closing Date and addressed to you, with respect to the formation of the Company, the validity of the SecuritiesShares, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Purchase Agreement (CONTRAFECT Corp), Purchase Agreement

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, Underwriter such opinion or opinions from Xxxxxx & Xxxxxxx Faegre Bxxxx Dxxxxxx LLP, counsel for the several UnderwritersUnderwriter, dated such Closing Date and addressed to youthe Underwriter, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you the Underwriter reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Purchase Agreement (Venaxis, Inc.), Purchase Agreement (Venaxis, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Faegre Xxxxx Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Purchase Agreement (Motorcar Parts America Inc), Purchase Agreement (Gordmans Stores, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, Underwriter such opinion or opinions from Xxxxxx & Faegre Xxxxx Xxxxxxx LLP, counsel for the several UnderwritersUnderwriter, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Purchase Agreement (Juhl Energy, Inc), Purchase Agreement (Juhl Energy, Inc)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such the opinion or opinions and negative assurance letter from Xxxxxx & Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Purchase Agreement (POINT Biopharma Global Inc.), Purchase Agreement (Neuronetics, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx O’Melveny & Xxxxxxx Xxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Underwriting Agreement (Nuvectra Corp), Underwriting Agreement (Nuvectra Corp)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx Gxxxxxx Procter LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Underwriting Agreement (Beyond Air, Inc.), Purchase Agreement (OncoCyte Corp)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Underwriting Agreement (Orthopediatrics Corp), Purchase Agreement (Valeritas Inc)

Opinion of Underwriters’ Counsel. On each the Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, Underwriter such opinion or opinions from Xxxxxx & Xxxxxxx K&L Gates LLP, counsel for the several UnderwritersUnderwriter, dated such Closing Date and addressed to youthe Underwriter, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you the Underwriter reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Purchase Agreement (S&W Seed Co), Purchase Agreement (Endologix Inc /De/)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such opinion or opinions from Xxxxxx & Faegre Xxxxx Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Common Stock (Cachet Financial Solutions, Inc.), Common Stock (Cachet Financial Solutions, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Underwriting Agreement (Novus Therapeutics, Inc.), Purchase Agreement (Valeritas Holdings Inc.)

Opinion of Underwriters’ Counsel. On each the Closing Date, there shall have been furnished to you, as Representatives of the several UnderwritersUnderwriter, such opinion or opinions from Xxxxxx & Faegre Xxxxx Xxxxxxx LLP, counsel for the several UnderwritersUnderwriter, dated such the Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 2 contracts

Samples: Purchase Agreement (Research Frontiers Inc), Purchase Agreement (Research Frontiers Inc)

Opinion of Underwriters’ Counsel. On each the Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such the opinion or opinions and negative assurance letter from Xxxxxx Dxxxx Xxxx & Xxxxxxx Wxxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the SecuritiesADSs, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (Edap TMS Sa)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx Xxxxxxxxxx & Xxxxxxx LLPXxxxx, P.A., counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Miromatrix Medical Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, Underwriter such opinion or opinions from Xxxxxx & Faegre Xxxxx Xxxxxxx LLP, counsel for the several UnderwritersUnderwriter, dated such Closing Date and addressed to youthe Underwriter, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you the Underwriter reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (Venaxis, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx LLP, counsel for the several UnderwritersUnderwriter, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package Prospectus or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Eiger BioPharmaceuticals, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such the opinion or opinions and negative assurance letter from Xxxxxx & Xxxxxxx Procter LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (CymaBay Therapeutics, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx Dechert LLP, counsel for the several Underwriters, dated as of such Closing Date closing date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (Recro Pharma, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx Cxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Rockwell Medical, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several UnderwritersUnderwriter, such opinion or opinions from Xxxxxx & Xxxxxxx LLP, counsel for the several UnderwritersUnderwriter, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the SecuritiesSecurities and the Warrant Shares, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Progenity, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx Procter LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (BOVIE MEDICAL Corp)

Opinion of Underwriters’ Counsel. On each The Underwriters shall have received an opinion and negative assurance letter, dated the Closing Date, there shall have been furnished to youof Skadden, as Representatives of the several UnderwritersArps, such opinion or opinions from Xxxxxx Slate, Xxxxxxx & Xxxxxxx Xxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation incorporation of the Company, the validity of the SecuritiesOffered Securities delivered on such Closing Date, the Registration Statement, the Time of Sale General Disclosure Package or and the Prospectus and other related matters as you reasonably the Underwriters may requestrequire, and the Company shall have furnished to such counsel shall have received such papers and information documents as they request to enable for the purpose of enabling them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Resource Capital Corp.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx LLPDLA Piper LLP (US), counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (MDxHealth SA)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, Underwriters such opinion or opinions from Xxxxxx Xxxxxx, Xxxxx & Xxxxxxx Xxxxxxx, LLP, counsel for the several UnderwritersRepresentative, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the SecuritiesShares, the Registration Statement, the Time of Sale General Disclosure Package or Package, the Prospectus and other related matters as you the Underwriters reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Netlist Inc)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such the opinion or opinions and negative assurance letter from Xxxxx Xxxxxx & Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (aTYR PHARMA INC)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (CoLucid Pharmaceuticals, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such the opinion or opinions and negative assurance letter from Xxxxxx Xxxxx Xxxx & Xxxxxxx Xxxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (AVITA Medical, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such opinion or opinions from Xxxxxx Xxxxxxx Xxxxxxx & Xxxxxxx Xxxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Del Frisco's Restaurant Group, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, you such opinion or opinions from Xxxxxx & Faegre Xxxxx Xxxxxxx LLP, counsel for the several UnderwritersUnderwriter, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (Liqtech International Inc)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx Lxxxxx & Xxxxxxx Wxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Nyxoah SA)

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Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such opinion or opinions from Xxxxxx & Faegre Xxxxx Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (Uni-Pixel)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such opinion or opinions from Xxxxxx & Faegre Xxxxx Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (Conns Inc)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (Fulgent Genetics, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxx Xxxxxx & Xxxxxxx LLP, counsel for the several Underwriters, dated as of such Closing Date closing date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Baudax Bio, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Faegre Xxxxx Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (Neogenomics Inc)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx Faegre Bxxxx Dxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (Crossroads Systems Inc)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such the opinion or opinions from Xxxxxx and negative assurance statement of Xxxxxxxxx & Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (aTYR PHARMA INC)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, you such opinion or opinions from Xxxxxx O’Melveny & Xxxxxxx Xxxxx LLP, counsel for the several UnderwritersUnderwriter, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Endologix Inc /De/)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such opinion or opinions from Xxxxxx Lxxxxx & Xxxxxxx Wxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (vTv Therapeutics Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx LLPXxxx Xxxxxx, PC, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation good standing of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Brookline Bancorp Inc)

Opinion of Underwriters’ Counsel. On At the Closing Time and each Option Closing DateTime, if any, there shall have been furnished to you, as Representatives of the several Underwriters, Underwriters such opinion or opinions from Xxxxxx Xxxxxxx Xxxxx & Xxxxxxx Xxxxxxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date Time and addressed to youthe Underwriters, with respect to the formation of the Company, the validity of the SecuritiesShares, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you the Underwriters reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (Quantum Fuel Systems Technologies Worldwide, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there The Underwriters shall have been furnished to youreceived on the Closing Date an opinion of Xxxxx, as Representatives of the several UnderwritersXxxxxxx & Xxxxxxxxx, such opinion or opinions from Xxxxxx & Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the SecuritiesShares, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Inhibitex Inc

Opinion of Underwriters’ Counsel. On each the Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx Procter LLP, counsel for the several Underwriters, dated such the Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Argos Therapeutics Inc)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Gemphire Therapeutics Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx Barack Xxxxxxxxxx Xxxxxxxxxx & Xxxxxxx Xxxxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Mackinac Financial Corp /Mi/)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several UnderwritersUnderwriter, such opinion or opinions from Xxxxxx & Faegre Xxxxx Xxxxxxx LLP, counsel for the several UnderwritersUnderwriter, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (Uni-Pixel)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx MxXxxxxxx Will & Xxxxxxx Exxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (ZBB Energy Corp)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (Rockwell Medical, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such the opinion or opinions from Xxxxxx & Xxxxxxx and negative assurance letter of Dechert LLP, counsel for the several Underwriters, dated such the Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Sophiris Bio Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Faegre Xxxxx Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Airgain Inc)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx LLPFaegre Baxxx Xaxxxxx XLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (Bacterin International Holdings, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (Neuronetics, Inc.)

Opinion of Underwriters’ Counsel. On each the Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx LLP, counsel for the several Underwriters, dated such the Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (Recro Pharma, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx XxXxxxxxx Will & Xxxxxxx Xxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (Chembio Diagnostics, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Faegre Xxxxx Xxxxxxx LLP, counsel for the several UnderwritersUnderwriter, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (NXT-Id, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such the opinion or opinions and negative assurance letter from Xxxxxx & Xxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package Prospectus or the Prospectus and other related matters as you the Representatives reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (ViewRay, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx Procter LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the SecuritiesShares, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (Aravive, Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such opinion or opinions from Xxxxxx Xxxxx Xxxx & Xxxxxxx Xxxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (TCP International Holdings Ltd.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such the opinion or opinions and negative assurance letter from Xxxxxx Dxxxx Xxxx & Xxxxxxx Wxxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the SecuritiesADSs, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (Edap TMS Sa)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such opinion or opinions from Xxxxxx & Faegre Xxxxx Xxxxxxx LLP, counsel for the several UnderwritersRepresentatives, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Warrant Agreement (Ener-Core Inc.)

Opinion of Underwriters’ Counsel. On each the Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx LLP, counsel for the several Underwriters, dated such the Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (Aptevo Therapeutics Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx Proskauer Rose LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or Package, the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (Vanda Pharmaceuticals Inc.)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx K&L Gates LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (Histogenics Corp)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives of the several Underwriters, such opinion or opinions from Xxxxxx Lxxxxx & Xxxxxxx Wxxxxxx LLP, counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Purchase Agreement (Nyxoah SA)

Opinion of Underwriters’ Counsel. On each Closing Date, there shall have been furnished to you, as Representatives Representative of the several Underwriters, such opinion or opinions from Xxxxxx & Xxxxxxx LLPDLA Piper LLP (US), counsel for the several Underwriters, dated such Closing Date and addressed to you, with respect to the formation of the Company, the validity of the Securities, the Registration Statement, the Time of Sale General Disclosure Package or the Prospectus and other related matters as you reasonably may request, and such counsel shall have received such papers and information as they request to enable them to pass upon such matters.

Appears in 1 contract

Samples: Underwriting Agreement (MDxHealth SA)

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