Common use of Special Requirement for Counsel Providing Opinions of Counsel Clause in Contracts

Special Requirement for Counsel Providing Opinions of Counsel. And Accounting Reports After $500,000 Has Been Put. Once the Investor has purchased Put Shares having an aggregate Purchase Price of $500,000 (when aggregated with the maximum amount of Put Shares that the Investor would be required to purchase under the then current Put)(the date of such occurrence, the “Qualification Trigger Date”), then (A) the Put Opinions and Registration Opinions that are issued for the then current Put and any Put Opinions and Registration Opinions that are issued anytime thereafter pursuant to this Agreement shall be issued by an attorney with an Authorized Law Firm, and (B) any Bring Down Cold Comfort Letters that are issued for the then current Put and any Bring Down Cold Comfort Letters that are issued anytime thereafter pursuant to this Agreement shall be issued by an Authorized Auditor. By not later than the Qualification Trigger Date (and again promptly following each time that the Company changes its law firm or auditor, and each time that the liability policy coverage of either the Authorized Law Firm or Authorized Auditor materially changes), the Company shall cause its Authorized Law Firm to provide a copy of the Authorized Legal Liability Policy to the Investor and to cause its Authorized Auditor to provide the Investor with a copy of their Authorized Auditor Liability Policy.

Appears in 3 contracts

Samples: Investment Agreement (Shamika 2 Gold, Inc.), Investment Agreement (Cogito Media Group Inc.), Investment Agreement (Clean Power Concepts Inc.)

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Special Requirement for Counsel Providing Opinions of Counsel. And Accounting Reports After $500,000 Has Been Put. Once the Investor has purchased Put Shares having an aggregate Purchase Price of $500,000 (when aggregated with the maximum amount of Put Shares that the Investor would be required to purchase under the then current Put)(the date of such occurrence, the “Qualification Authorization Trigger Date”), then (A) the Put Opinions and Registration Opinions that are issued for the then current Put and any Put Opinions and Registration Opinions that are issued anytime thereafter pursuant to this Agreement shall be issued by an attorney with an Authorized Law Firm, and (B) any Bring Down Cold Comfort Letters that are issued for the then current Put and any Bring Down Cold Comfort Letters that are issued anytime thereafter pursuant to this Agreement shall be issued by an Authorized Auditor. By not later than the Qualification Trigger Date (and again promptly following each time that the Company changes its law firm or auditor, and each time that the liability policy coverage of either the Authorized Law Firm or Authorized Auditor materially changes), the Company shall cause its Authorized Law Firm to provide a copy of the Authorized Legal Liability Policy to the Investor and to cause its Authorized Auditor to provide the Investor with a copy of their Authorized Auditor Liability Policy.

Appears in 1 contract

Samples: Investment Agreement (Medisafe 1 Technologies Corp)

Special Requirement for Counsel Providing Opinions of Counsel. And Accounting Reports After $500,000 Has Been Put. Once the Investor has purchased Put Shares having an aggregate Purchase Price of $500,000 (when aggregated with the maximum amount of Put Shares that the Investor would be required to purchase under the then current Put)(the date of such occurrence, the “Qualification Trigger Date”), then (A) the Put Opinions and Registration Opinions that are issued for the then current Put and any Put Opinions and Registration Opinions that are issued anytime thereafter pursuant to this Agreement shall be issued by an attorney with an Authorized Law Firm, and (B) any Bring Down Cold Comfort Letters that are issued for the then current Put and any Bring Down Cold Comfort Letters that are issued anytime thereafter pursuant to this Agreement shall be issued by an Authorized Auditor. By not later than the Qualification Trigger Date (and again promptly following each time that the Company changes its law firm or auditor, and each time that the liability policy coverage of either the Authorized Law Firm or Authorized Auditor materially changeschanges and each time the Investor requests a copy), the Company shall cause its Authorized Law Firm to provide a copy of the Authorized Legal Liability Policy to the Investor and to cause its Authorized Auditor to provide the Investor with a copy of their Authorized Auditor Liability Policy.

Appears in 1 contract

Samples: Investment Agreement (Vendum Batteries Inc.)

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Special Requirement for Counsel Providing Opinions of Counsel. And Accounting Reports After $500,000 Has Been PutPut . Once the Investor has purchased Put Shares having an aggregate Purchase Price of $500,000 (when aggregated with the maximum amount of Put Shares that the Investor would be required to purchase under the then current Put)(the date of such occurrence, the “Qualification Trigger Date”), then (A) the Put Opinions and Registration Opinions that are issued for the then current Put and any Put Opinions and Registration Opinions that are issued anytime thereafter pursuant to this Agreement shall be issued by an attorney with an Authorized Law Firm, and (B) any Bring Down Cold Comfort Letters that are issued for the then current Put and any Bring Down Cold Comfort Letters that are issued anytime thereafter pursuant to this Agreement shall be issued by an Authorized Auditor. By not later than the Qualification Trigger Date (and again promptly following each time that the Company changes its law firm or auditor, and each time that the liability policy coverage of either the Authorized Law Firm or Authorized Auditor materially changeschanges and each time the Investor requests a copy), the Company shall cause its Authorized Law Firm to provide a copy of the Authorized Legal Liability Policy to the Investor and to cause its Authorized Auditor to provide the Investor with a copy of their Authorized Auditor Liability Policy.

Appears in 1 contract

Samples: Investment Agreement (Vendum Batteries Inc.)

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