SIGNATURE BLOCK FOR A NATURAL PERSON. Name: Please Print Date: SIGNATURE BLOCK FOR A CORPORATION, PARTNERSHIP, TRUST OR OTHER ENTITY Name of corporation, partnership, trust or other entity, including type of entity and jurisdiction of organization: Please Print By: Name: Please Print Title: Please Print Date:
SIGNATURE BLOCK FOR A NATURAL PERSON. Name: ------------------------------------- Please Print Date: --------------- SIGNATURE BLOCK FOR A CORPORATION, PARTNERSHIP, TRUST OR OTHER ENTITY Name of corporation, partnership, trust or other entity, including type of entity and jurisdiction of organization: ------------------------------------------------- ------------------------------------------------- Please Print By: ------------------------------------- Name: ----------------------------------- Please Print Title: ---------------------------------- Please Print Date: ---------------
SIGNATURE BLOCK FOR A NATURAL PERSON. Name: _______________________________________ Please Print Date: ___________________ SIGNATURE BLOCK FOR A CORPORATION, PARTNERSHIP, TRUST OR OTHER ENTITY Name of corporation, partnership, trust or other entity, including type of entity and jurisdiction of organization: __________________________________________ __________________________________________ Please Print By: _______________________________________ Name: _______________________________________ Please Print Title: _______________________________________ Please Print Date: _____________________ Legal Opinion of Xxxxxx Godward LLP [COOLEY GODWARD XXXXXXXXXX] Xxxxxxxx 00, 0000 XX Xxxxx Securities Corporation CIBC World Markets Corp. Xxxxx, Xxxxxxxx & Xxxx, Inc. c/o XX Xxxxx Securities Corporation 0000 Xxxxxx xx xxx Xxxxxxxx Xxx Xxxx, XX 00000 Ladies and Gentlemen: We have acted as counsel for Kosan Biosciences Incorporated, a Delaware corporation (the “Company”), in connection with the sale today of an aggregate of shares of common stock of the Company (the “Stock”), under that certain Placement Agent Agreement, dated December 10, 2003 (the “Agreement”), by and among the Company and the Placement Agents, and pursuant to the Subscription Agreements, each dated December 10, 2003 (the “Subscription Agreements”), by and among the Company and each of the Purchasers. We are rendering this opinion pursuant to Section 6(d) of the Agreement. Except as otherwise defined herein, capitalized terms used but not defined herein shall have the respective meanings ascribed to them in the Agreement. In connection with this opinion, we have examined and relied upon the representations and warranties as to factual matters contained in, and made pursuant to, the Agreement and the Subscription Agreements, and have examined and relied upon the originals or copies certified to our satisfaction of such records, documents, certificates, opinions, memoranda and other instruments as in our judgment are necessary or appropriate to enable us to render the opinion expressed below. As to certain factual matters, we have relied upon certificates of the officers of the Company and have not sought to independently verify such matters. Where we render an opinion “to our knowledge” or concerning an item “known to us” or our opinion otherwise refers to our knowledge, it is based solely upon (i) an inquiry of attorneys within this firm who perform legal services for the Company with respect to the matters contained herein, (ii) receipt ...
SIGNATURE BLOCK FOR A NATURAL PERSON. Name: Please Print Date:
