Common use of Opinion of Company Counsel Clause in Contracts

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions of (i) Xxxx Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance satisfactory to you.

Appears in 4 contracts

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

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Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Xxxxxxx Xxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to you.attached hereto as Exhibit B.

Appears in 4 contracts

Samples: Purchase Agreement (LDR Holding Corp), Purchase Agreement (LDR Holding Corp), Purchase Agreement (LDR Holding Corp)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion and negative assurance statement of (i) Xxxx Xxxxxxxx Xxxxxx Frome Wolosky LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in form and substance satisfactory to you.

Appears in 3 contracts

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

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to you.attached hereto as Exhibit B.

Appears in 3 contracts

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

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative you the opinion of the several Underwriters, the opinions of (i) Xxxx Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to you.attached hereto as Exhibit B.

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 Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx Xxxxxxxx & BearXxxxxx, LLPProfessional Corporation, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to youattached hereto as Exhibit B-1.

Appears in 3 contracts

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

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion and negative assurance statement of (i) Xxxxx Xxxx Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated as of such Closing Date closing date and addressed to you, in form and substance reasonably satisfactory to you.

Appears in 3 contracts

Samples: Purchase Agreement (Zosano Pharma Corp), Purchase Agreement (Zosano Pharma Corp), Purchase Agreement (Zosano Pharma Corp)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Xxxxxxxxxx Xxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance satisfactory to you.

Appears in 3 contracts

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

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion and negative assurance letter of (i) Xxxx Xxxxxxxx Xxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in a form and substance satisfactory reasonably acceptable to you.

Appears in 3 contracts

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

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Reicker, Pfau, Pxxx & MxXxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to you.attached hereto as Exhibit D.

Appears in 2 contracts

Samples: EnerJex Resources, Inc., EnerJex Resources, Inc.

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions of (i) Xxxx Xxxxxxxx Xxxxxx & Xxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for dated the Company, dated such Closing Date and addressed to you, you in in form and substance reasonably satisfactory to youthe Representative.

Appears in 2 contracts

Samples: Purchase Agreement (CONTRAFECT Corp), Purchase Agreement

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Lxxxxxxxxx Xxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance satisfactory to you.

Appears in 2 contracts

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

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Faegre Xxxxx Xxxxxxx LLP, counsel for the Company, corporate and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property regulatory counsel for the Company, dated such Closing Date and addressed to you, you in form and substance satisfactory to youthe Representatives.

Appears in 2 contracts

Samples: Purchase Agreement (CoLucid Pharmaceuticals, Inc.), Purchase Agreement (CoLucid Pharmaceuticals, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Underwriter, the opinion and negative assurance letter, dated as of the several Underwritersapplicable Closing Date, the opinions of (i) Xxxx Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance satisfactory to you.

Appears in 2 contracts

Samples: Underwriting Agreement (NEUROONE MEDICAL TECHNOLOGIES Corp), Underwriting Agreement (NEUROONE MEDICAL TECHNOLOGIES Corp)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative you the opinion of the several Underwriters, the opinions of (i) Xxxx Xxxxxxxx & Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property special counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to you.attached hereto as Exhibit B.

Appears in 2 contracts

Samples: Purchase Agreement (Netlist Inc), Purchase Agreement (Netlist Inc)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx Xxxxxxxx & BearXxxxxx, LLPP.C., intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to youpreviously agreed upon by the parties.

Appears in 2 contracts

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

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Xxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in the form agreed upon by the Representatives and substance satisfactory to youXxxxxx LLP.

Appears in 2 contracts

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

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx Xxxxxx & BearBrand, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to you.attached hereto as Exhibit B.

Appears in 2 contracts

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

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Faegre Xxxxx Xxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in form and substance satisfactory to youthe Representatives.

Appears in 2 contracts

Samples: Purchase Agreement (Tactile Systems Technology Inc), Common Stock (Tactile Systems Technology Inc)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion of (i) Sichenzia Xxxx Xxxxxxxx Xxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in a form and substance satisfactory reasonably acceptable to youthe Representative.

Appears in 2 contracts

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

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx Xxxxxx & BearBrand, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to you.attached hereto as Exhibit B.

Appears in 2 contracts

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

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to youthe Underwriter the opinion of Synergy Law Group, as Representative of the several UnderwritersLLC, the opinions of (i) Xxxx Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to you.attached hereto as Exhibit B.

Appears in 2 contracts

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

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion, dated as of (i) the applicable Closing Date, of Xxxx Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance reasonably satisfactory to you.

Appears in 2 contracts

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

Opinion of Company Counsel. On each the Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion and negative assurance statement of (i) Xxxx Xxxxxxxx LLPXxxxx Day, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for dated the Company, dated such Closing Date and addressed to you, you in form and substance reasonably satisfactory to you.

Appears in 2 contracts

Samples: www.sec.gov, Quicklogic Corporation

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion and negative assurance letter of (i) Xxxx Xxxxxxxx Mxxxxx, Xxxxx & Bxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in the form and substance reasonably satisfactory to you.

Appears in 2 contracts

Samples: Underwriting Agreement (Leap Therapeutics, Inc.), Underwriting Agreement (Leap Therapeutics, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx LLPFxxxxxxxxx & Bxxxx, counsel for the CompanyP.A., and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in form and substance reasonably satisfactory to you.

Appears in 2 contracts

Samples: Underwriting Agreement (Celcuity Inc.), Underwriting Agreement (Celcuity LLC)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion of (i) Bxxxxxx Gxxxxxxxxx Xxxx Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you and the opinion of Bxxxxxx Gxxxxxxxxx Xxxx LLP, counsel for the Company, with respect to certain tax matters, dated such closing date and addressed to you, each in form and substance reasonably satisfactory to you.

Appears in 2 contracts

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

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx Xxxxxxxxx & BearXxxx, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to youyou with respect to such matters, in form and substance satisfactory as the parties shall mutually agree, related to youthe Company.

Appears in 1 contract

Samples: Purchase Agreement (Streamline Health Solutions Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx LLP& Trinen, counsel for the CompanyL.L.P., and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to you.attached hereto as Exhibit B.

Appears in 1 contract

Samples: Purchase Agreement (Synergy Resources Corp)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion and negative assurance statement of (i) Xxxx Xxxxxxxx Sheppard, Mullin, Xxxxxxx & Hampton LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in form and substance satisfactory to you.

Appears in 1 contract

Samples: Underwriting Agreement (HyreCar Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions of (i) Xxxx Xxxxxxxx Xxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in in form and substance reasonably satisfactory to youthe Representatives.

Appears in 1 contract

Samples: Purchase Agreement (Aravive, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion and negative assurance letter of (i) Xxxx Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx Xxxxxxxx & BearXxxxxx, LLPProfessional Corporation, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to youattached hereto as Exhibit B-1.

Appears in 1 contract

Samples: Underwriting Agreement (Invuity, Inc.)

Opinion of Company Counsel. On each Closing Date, there You shall have been furnished to youreceived on the Closing Date from Xxxxx, as Representative of the several UnderwritersXxxxx & Xxxxx, the opinions of (i) Xxxx Xxxxxxxx LLP0000 Xxxxxxxxx Xxxx, Xxxxx 0000, Xxxxxxx, Xxxxxxx 00000, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, a favorable opinion in form and substance satisfactory acceptable to you.

Appears in 1 contract

Samples: Loan Agreement (Cagles Inc)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Pxxx, Weiss, Rifkind, Wxxxxxx & Gxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in form and substance satisfactory to youthe Representatives and previously agreed upon with counsel to the Representatives.

Appears in 1 contract

Samples: Underwriting Agreement (vTv Therapeutics Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Xxxxx Lord LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to you.attached hereto as Exhibit B.

Appears in 1 contract

Samples: Underwriting Agreement (Gelesis Inc)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative you the opinion of the several Underwriters, the opinions of (i) Xxxx Xxxxxxxx Xxxxx & Lardner LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to you.attached hereto as Exhibit B.

Appears in 1 contract

Samples: Purchase Agreement (Orion Energy Systems, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Axxxxxx Xxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to youyou in substantially the form attached hereto as Exhibit B-1 and (ii) Sxxxxxx Law Group, counsel for the Company, dated such Closing Date and addressed to you in substantially the form and substance satisfactory to youattached hereto as Exhibit B-2.

Appears in 1 contract

Samples: Purchase Agreement (Principal Solar, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion and negative assurance letter of (i) Xxxx Xxxxxxxx LLPBass, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & BearXxxx PLC, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in form and substance satisfactory to youRepresentatives.

Appears in 1 contract

Samples: Purchase Agreement (POINT Biopharma Global Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion and negative assurance letter of (i) Xxxx Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx Ellenoff Gxxxxxxx & BearSchole, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance reasonably satisfactory to you.

Appears in 1 contract

Samples: Purchase Agreement (OncoCyte Corp)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Xxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to you.attached hereto as Exhibit B.

Appears in 1 contract

Samples: Purchase Agreement (Virobay Inc)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion and negative assurance letter of (i) Xxxx Xxxxxxxx LLPXxxxxxx & Xxxx, counsel for the CompanyS.C., and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to you.attached hereto as Exhibit B.

Appears in 1 contract

Samples: Underwriting Agreement (Duluth Holdings Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion, dated as of (i) Xxxx the applicable Closing Date, of Xxxxxxxx LLPPC, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance satisfactory to you.

Appears in 1 contract

Samples: Underwriting Agreement (Phunware, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion and negative assurance letter of (i) Xxxx Xxxxxxxx Xxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for dated the Company, dated such Closing Date and addressed to you, you in form and substance reasonably satisfactory to youthe Representative.

Appears in 1 contract

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

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion, dated as of (i) Xxxx Xxxxxxxx LLPthe applicable Closing Date, of Bass, Bxxxx & Sxxx PLC, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance reasonably satisfactory to you.

Appears in 1 contract

Samples: Underwriting Agreement (Heritage Global Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx & Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property special counsel for the Company, dated such Closing Date and addressed to you, you in form and substance reasonably satisfactory to you.

Appears in 1 contract

Samples: Purchase Agreement (Netlist Inc)

Opinion of Company Counsel. On each the Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Xxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for dated the Company, dated such Closing Date and addressed to you, you in form and substance satisfactory to you.

Appears in 1 contract

Samples: Purchase Agreement (Aptevo Therapeutics Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion and negative assurance letter of (i) Xxxx Xxxxxxxx Xxxxx Xxxxxxx US LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property outside counsel for the Company, dated such Closing Date and addressed to youDate, in form and substance satisfactory to youthe Representative.

Appears in 1 contract

Samples: Underwriting Agreement (OptiNose, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Xxxxxx & Xxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to youattached hereto as Exhibit B hereto.

Appears in 1 contract

Samples: Purchase Agreement (Motorcar Parts America Inc)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion and negative assurance letter, each dated as of (i) Xxxx Xxxxxxxx LLPthe applicable Closing Date, of Xxxxxxxxxx PC, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance reasonably satisfactory to you.

Appears in 1 contract

Samples: Underwriting Agreement (HyreCar Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion, dated as of (i) Xxxx Xxxxxxxx LLPthe applicable Closing Date, of Cozen O’Xxxxxx P.C., counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance reasonably satisfactory to you.

Appears in 1 contract

Samples: Underwriting Agreement (Limbach Holdings, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Xxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to youattached hereto as Exhibit B-1.

Appears in 1 contract

Samples: Purchase Agreement (Neuronetics, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions of (i) Xxxx Xxxxxxxx LLPXxxxxxx Xxxxx LLP and Lurio & Associates, P.C., counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP(ii) RatnerPrestia, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance satisfactory to you.

Appears in 1 contract

Samples: Underwriting Agreement (Usa Technologies Inc)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative the opinion of the several Underwriters, the opinions of (i) Xxxx Xxxxxxxx Xxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in the form and substance reasonably satisfactory to youthe Underwriter and to such further effect as the Underwriter shall reasonably request.

Appears in 1 contract

Samples: Underwriting Agreement (Eiger BioPharmaceuticals, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion, dated as of (i) Xxxx Xxxxxxxx the applicable Closing Date, of Bxxxxxx Xxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance reasonably satisfactory to you.

Appears in 1 contract

Samples: Purchase Agreement (Qumu Corp)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished and addressed to you, as Representative Representatives of the several Underwriters, the opinions opinion and negative assurance letter of (i) Xxxx Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & BearXxxxxxx, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance satisfactory to youDate.

Appears in 1 contract

Samples: Underwriting Agreement (Abacus Life, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion of (i) Xxxxxx, Xxxx & Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in a form and substance satisfactory to youas you may reasonably request.

Appears in 1 contract

Samples: Underwriting Agreement (Novus Therapeutics, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions of (i) Xxxx Xxxxxxxx Pxxxxxx Xxxxx & Exxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bearshall have furnished to the Representative, LLP, intellectual property counsel for at the request of the Company, their written opinion, dated such the Closing Date and addressed to youthe Underwriters, in form and substance reasonably satisfactory to you.the Representative, to the effect that:

Appears in 1 contract

Samples: Underwriting Agreement (Western Wireless Corp)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion of (i) Xxxxxxxx Xxxxxx Xxxxxxxx and Xxxx Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in the form and substance satisfactory to you.attached hereto as Exhibit B.

Appears in 1 contract

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

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion and negative assurance letter of (i) Xxxx Xxxxxxxx Faegre Drinker Xxxxxx & Xxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in form and substance satisfactory reasonably acceptable to youthe Underwriters.

Appears in 1 contract

Samples: Purchase Agreement (Digi International Inc)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion and negative assurance letter of (i) Xxxx Xxxxxxxx Xxxxx Lovells US LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property outside counsel for the Company, dated such Closing Date and addressed to youDate, in form and substance satisfactory to youthe Representative.

Appears in 1 contract

Samples: Underwriting Agreement (OptiNose, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion and negative assurance statement, dated as of (i) Xxxx Xxxxxxxx the applicable Closing Date, of Xxxxxx & Xxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance reasonably satisfactory to you.

Appears in 1 contract

Samples: Underwriting Agreement (Duos Technologies Group, Inc.)

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Opinion of Company Counsel. On each (1) At the Closing Date, there shall have been furnished to youXxxxxxx & XxXxxx, as Representative of the several Underwriters, the opinions of (i) Xxxx Xxxxxxxx LLPP.A., counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Companyshall have furnished to you an opinion, dated such the Closing Date and addressed to youDate, in form and substance satisfactory to you., to the effect that:

Appears in 1 contract

Samples: Underwriting Agreement (PNM Resources Inc)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions of (i) the opinion of Xxxxxxxx Xxxxxx Xxxxxxxx and Xxxx Xxxxxxxx LLP, counsel for the Company, dated such Closing Date and addressed to you in substantially the form attached hereto as Exhibit B and (ii) the opinion of Xxxxxxxx Xxxxxx Xxxxxxx Xxxxx & BearXxxxxxxx and Xxxx, LLP, intellectual property and patent counsel for the Company, dated such Closing Date and addressed to you, in form and substance reasonably satisfactory to youthe Representative.

Appears in 1 contract

Samples: Underwriting Agreement (Gemphire Therapeutics Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Xxxxxxxxxx & Xxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated as of such Closing Date and addressed to you, you in substantially the form and substance satisfactory to you.attached hereto as Exhibit B.

Appears in 1 contract

Samples: Purchase Agreement (Uni-Pixel)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Axxxxxx Xxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to youattached hereto as Exhibit C-1.

Appears in 1 contract

Samples: Purchase Agreement (Crossroads Systems Inc)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion, dated as of (i) Xxxx Xxxxxxxx LLPthe applicable Closing Date, of Xxxxxxxxx Xxxxx Chediak Xxxxxxx Xxxxxx, Law Corporation, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance satisfactory to you.

Appears in 1 contract

Samples: Purchase Agreement (RiceBran Technologies)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion and negative assurance letter of (i) Xxxx Xxxxxxxx LLPRxxxx Cxxxxx Cxxxx Bxxxxxxxx LLC, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated as of such Closing Date closing date and addressed to you, you in form and substance reasonably satisfactory to youthe Representatives.

Appears in 1 contract

Samples: Purchase Agreement (Repro Med Systems Inc)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion and negative assurance letter of (i) Xxxxxx, Xxxx & Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property outside counsel for the Company, dated such Closing Date and addressed to you, in form and substance reasonably satisfactory to youthe Representative.

Appears in 1 contract

Samples: Underwriting Agreement (ViewRay, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Xxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to youattached hereto as Exhibit B-1.

Appears in 1 contract

Samples: Purchase Agreement (Neuronetics, Inc.)

Opinion of Company Counsel. (i) On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion and negative assurance letter of (i) Xxxx Xxxxxxxx Axxxxx & Bird LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in a form and substance satisfactory to youmutually agreed upon.

Appears in 1 contract

Samples: Purchase Agreement (ONCOSEC MEDICAL Inc)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Xxxxxx Xxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to you.attached hereto as Exhibit B.

Appears in 1 contract

Samples: Purchase Agreement (Chembio Diagnostics, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion and negative assurance letter of (i) Xxxx Xxxxxxxx Xxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in form and substance reasonably satisfactory to youthe Representatives and their counsel.

Appears in 1 contract

Samples: Purchase Agreement (aTYR PHARMA INC)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxxx Xxxxxxx Xxxxxx Xxxxxxxxxx Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & BearXxxxxxxxx, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in form and substance reasonably satisfactory to you.

Appears in 1 contract

Samples: Purchase Agreement (Vanda Pharmaceuticals Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion, dated as of (i) Xxxx Xxxxxxxx the applicable Closing Date, of Xxxxxxx & Xxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance reasonably satisfactory to you.

Appears in 1 contract

Samples: Underwriting Agreement (Rekor Systems, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion, dated as of (i) Xxxx Xxxxxxxx the applicable Closing Date, of Mxxxxx, Mxxxxxx & Mxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance reasonably satisfactory to you.

Appears in 1 contract

Samples: Underwriting Agreement (Streamline Health Solutions Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Xxxxxx & Xxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance satisfactory to you.

Appears in 1 contract

Samples: Underwriting Agreement (Airgain Inc)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxx Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated as of such Closing Date closing date and addressed to you, in form and substance reasonably satisfactory to you.

Appears in 1 contract

Samples: Underwriting Agreement (Baudax Bio, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion and negative assurance letter of (i) Xxxx Xxxxxxxx Xxxxxx Xxxxxxxxxx & Xxxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in the form and substance reasonably satisfactory to you.

Appears in 1 contract

Samples: Underwriting Agreement (Catalyst Biosciences, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion and negative assurance letter of (i) Xxxx Xxxxxxxx & Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you and in such form and substance as is reasonably satisfactory to youthe Representatives.

Appears in 1 contract

Samples: Purchase Agreement (Neuronetics, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion and negative assurance statement, which shall be included in the written opinion, of (i) Xxxx Xxxxxxxx Faegre Drinker Xxxxxx & Xxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated as of such Closing Date and addressed to you, in form and substance satisfactory to you.

Appears in 1 contract

Samples: Underwriting Agreement (Miromatrix Medical Inc.)

Opinion of Company Counsel. On each Closing Date, there you shall have been furnished to youreceived the opinion, dated as Representative of the several Underwriterseach Closing Date, the opinions of (i) Xxxx Xxxxxxxx LLPXxxxxxxx, Xxxxxxx & Xxxxxxx, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance satisfactory to you.counsel for the Underwriters, to the effect that:

Appears in 1 contract

Samples: Physicians Care for Connecticut Inc

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion and negative assurance letter, dated as of (i) Xxxx Xxxxxxxx the applicable Closing Date, of O’Melveny & Xxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance satisfactory to you.

Appears in 1 contract

Samples: Underwriting Agreement (Lantronix Inc)

Opinion of Company Counsel. On each the Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx LLPXxxxx X. Xxxx, P.A., counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for dated as of the Company, dated such Closing Date and addressed to you, in form and substance reasonably satisfactory to you.

Appears in 1 contract

Samples: Purchase Agreement (SMTP, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Xxxxxxx Xxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to you.attached hereto as Exhibit A.

Appears in 1 contract

Samples: Purchase Agreement (LDR Holding Corp)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the such opinion or opinions and negative assurance statement of (i) Xxxx Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & BearPLLC, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance reasonably satisfactory to you.

Appears in 1 contract

Samples: Underwriting Agreement (Diversified Restaurant Holdings, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion and negative assurance letter of (i) Xxxx Xxxxxxxx Xxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in form and substance reasonably satisfactory to youthe Representatives and the Underwriters’ counsel.

Appears in 1 contract

Samples: Underwriting Agreement (aTYR PHARMA INC)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion of (i) Skadden, Arps, Slate, Xxxxxxx & Xxxx Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to you.attached hereto as Exhibit B.

Appears in 1 contract

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

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Xxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in the form and substance reasonably satisfactory to youthe Representative and to such further effect as the Representative shall reasonably request.

Appears in 1 contract

Samples: Purchase Agreement (Eiger BioPharmaceuticals, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion of (i) Xxxxxxxx Xxxx Xxxxxxxx LLPXxxxxx Xxxxxxxx & Xxxxx P.C., counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to youattached hereto as Exhibit C-1.

Appears in 1 contract

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

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion, dated as of (i) Xxxx the applicable Closing Date, of Xxxxxxx Xxxxxxxx LLPX.X., counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for in substantially the Company, dated such Closing Date and addressed to you, in form and substance satisfactory to you.attached hereto as Exhibit B.

Appears in 1 contract

Samples: Purchase Agreement (Red Lion Hotels CORP)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion and negative assurance letter of (i) Xxxxxx Xxxxxx Xxxxxxxxx Xxxx Xxxxxxxx and Xxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to you.attached hereto as Exhibit B.

Appears in 1 contract

Samples: Purchase Agreement (Infinity Pharmaceuticals, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions of (i) Xxxx Xxxxxxxx LLPXxxxxxx Xxxxx LLP and Lurio & Associates, P.C., counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLPRatnerPrestia, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance satisfactory to you.

Appears in 1 contract

Samples: Underwriting Agreement (Usa Technologies Inc)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Lxxxxx & Wxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you and the opinion of Lxxxxx & Wxxxxxx LLP, counsel for the Company, with respect to certain tax matters, dated such closing date and addressed to you, each in form and substance reasonably satisfactory to you.

Appears in 1 contract

Samples: Underwriting Agreement (Orthopediatrics Corp)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx & Xxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, you in substantially the form and substance satisfactory to you.attached hereto as Exhibit C.

Appears in 1 contract

Samples: Purchase Agreement (Gordmans Stores, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative Representatives of the several Underwriters, the opinions opinion and negative assurance statement of (i) Xxxx Xxxxxxxx LLPDisclosure Law Group, a Professional Corporation, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated as of such Closing Date and addressed to you, you in form and substance reasonably satisfactory to you.

Appears in 1 contract

Samples: Underwriting Agreement (Super League Gaming, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Xxxxxx Xxxxxxxx Xxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Companyincluding a negative assurance letter, dated as of such Closing Date closing date and addressed to you, in form and substance reasonably satisfactory to you.

Appears in 1 contract

Samples: Underwriting Agreement (Baudax Bio, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Xxxxxx & Xxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for dated the Company, dated such Closing Date and addressed to you, you in form and substance reasonably satisfactory to youthe Representative.

Appears in 1 contract

Samples: Warrant Agreement (CONTRAFECT Corp)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to youXxxxx Xxxxxxx & Co., as Representative of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, Xxxxx Xxxxxxx & Co. in substantially the form and substance satisfactory to youpreviously agreed upon by the parties.

Appears in 1 contract

Samples: Purchase Agreement (CareDx, Inc.)

Opinion of Company Counsel. On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion, dated as of (i) the applicable Closing Date, of Pillsbury Xxxxxxxx Xxxx Xxxxxxxx Xxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance satisfactory to you.

Appears in 1 contract

Samples: Underwriting Agreement (Performant Financial Corp)

Opinion of Company Counsel. On each the Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions opinion of (i) Xxxx Xxxxxxxx Xxxxx Lovells LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for dated the Company, dated such Closing Date and addressed to you, in form and substance reasonably satisfactory to you.

Appears in 1 contract

Samples: Purchase Agreement (Recro Pharma, Inc.)

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