Common use of Company Counsel Opinions Clause in Contracts

Company Counsel Opinions. On the Closing Date and/or the Option Closing Date, the Representative shall have received (i) the favorable opinion of VCL Law LLP, counsel to the Company, including, without limitation, a negative assurance letter, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; (ii) the favorable opinion of ▇▇▇▇▇ (Cayman) LLP, Cayman Islands counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; and (iii) the favorable opinion of East & Concord Partners , PRC counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; The Underwriters shall rely on the opinions of (i) the Company’s Cayman Islands counsel, Ogier (Cayman) LLP, filed as Exhibit 5.1 to the Registration Statement, as to the due incorporation, validity of the Offered Securities and due authorization, execution and delivery of the Agreement and (ii) the Company’s PRC counsel, East & Concord Partners, filed as Exhibit 8.2 to the Registration Statement.

Appears in 3 contracts

Sources: Underwriting Agreement (Unitrend Entertainment Group LTD), Underwriting Agreement (Unitrend Entertainment Group LTD), Underwriting Agreement (Unitrend Entertainment Group LTD)

Company Counsel Opinions. On the Closing Date and/or the Option Closing Date, the Representative shall have received (i) the favorable opinion of VCL Law F▇▇▇▇▇▇▇▇▇▇▇▇, LLP, U.S. counsel to the Company, including, without limitation, a negative assurance letter, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; (ii) the favorable opinion of Guangdong W▇▇▇▇▇ Law Firm, PRC counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; (Caymaniii) LLPthe favorable opinion of S▇▇▇▇▇▇▇▇, Cayman Islands ▇▇▇▇ & Co., Hong Kong counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; and (iiiiv) the favorable opinion of East & Concord Partners , PRC counsel T▇▇▇▇▇▇ T▇▇▇▇ ▇▇▇▇▇▇▇ as to Cayman Islands law and the laws of the British Virgin Islands pertaining to the CompanyCompany and its Subsidiaries, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; . The Underwriters shall rely on the opinions of (i) the Company’s Cayman Islands counsel and British Virgin Islands counsel, Ogier (Cayman) LLPT▇▇▇▇▇▇ T▇▇▇▇ ▇▇▇▇▇▇▇, filed as Exhibit 5.1 to the Registration Statement, as to the due incorporation, validity of the Offered Securities and due authorization, execution and delivery of the Agreement and (ii) the Company’s PRC Hong Kong counsel, East Guangdong W▇▇▇▇▇ Law Firm with regard to Chinese law S▇▇▇▇▇▇▇▇, ▇▇▇▇ & Concord PartnersCo, filed as Exhibit 8.2 8.1 to the Registration Statement.

Appears in 3 contracts

Sources: Underwriting Agreement (QMMM Holdings LTD), Underwriting Agreement (QMMM Holdings LTD), Underwriting Agreement (QMMM Holdings LTD)

Company Counsel Opinions. On the Closing Date and/or the Option Closing Date, the Representative shall have received (i) the favorable opinion of VCL Law ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ LLP, U.S. counsel to the Company, including, without limitation, a negative assurance letter, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; (ii) the favorable opinion of ▇▇▇▇▇ (Cayman) LLP[*], Cayman Islands IP counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; and (iii) the favorable opinion of East & Concord Partners Grandall Law Firm, PRC counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; . The Underwriters shall rely on the opinions of (i) the Company’s Cayman Islands U.S. counsel, Ogier (Cayman) ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ LLP, filed as Exhibit 5.1 to the Registration Statement, as to the due incorporation, validity of the Offered Securities and the Underlying Shares and due authorization, execution and delivery of the Agreement and (ii) the Company’s PRC counsel, East & Concord PartnersGrandall Law Firm, filed as Exhibit 8.2 to the Registration Statement.

Appears in 3 contracts

Sources: Underwriting Agreement (Northann Corp.), Underwriting Agreement (Northann Corp.), Underwriting Agreement (Northann Corp.)

Company Counsel Opinions. On the Closing Date and/or the Option Closing Date, the Representative shall have received: (i) the favorable opinion of VCL Law ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ LLP, counsel to the Company, includingaddressed to the Underwriters, without limitation, in form and substance reasonably satisfactory to the Underwriters and a negative assurance letter, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; (ii) the favorable opinion of ▇▇▇▇▇▇(Cayman) LLP▇▇▇▇▇▇ law Firm, Cayman Islands PRC counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; and (iii) the favorable opinion of East & Concord Partners ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ (Cayman) LLP, PRC Cayman Islands counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; . The Underwriters and their counsel shall rely on the opinions of (i) the Company’s Cayman Islands counsel, Ogier Mourant Ozannes (Cayman) LLP, filed as Exhibit 5.1 to the Registration Statement, as to the due incorporation, incorporation and validity of the Offered Securities and due authorization, execution and delivery of the Agreement Underlying Shares and (ii) the Company’s PRC counsel, East & Concord PartnersJiangsu Junjin law Firm, filed as Exhibit 8.2 8.1 to the Registration StatementStatement as well as the opinions delivered on the Closing Date pursuant to this Section.

Appears in 3 contracts

Sources: Underwriting Agreement (Mingteng International Corp Inc.), Underwriting Agreement (Mingteng International Corp Inc.), Underwriting Agreement (Li Bang International Corp Inc.)

Company Counsel Opinions. On the Closing Date and/or and the Option Closing Date, if any, the Representative shall have received: (i) the favorable opinion of VCL Law LLPK▇▇▇▇▇▇ & C▇▇▇▇▇▇, P.C., counsel to the Company, including, without limitation, a negative assurance letter, addressed to the Representative on behalf of the Underwriters, in form and substance reasonably satisfactory to the Representative; (ii) the favorable opinion of J▇▇▇▇▇▇▇ (Cayman) LLP& Gongcheng, Cayman Islands PRC counsel to the Company, addressed to the Representative on behalf of the Underwriters, in form and substance reasonably satisfactory to the Representative; and (iii) the favorable opinion of East & Concord Partners O▇▇▇▇ (Cayman) LLP, PRC Cayman Islands counsel to the Company, addressed to the Representative on behalf of the Underwriters, in form and substance reasonably satisfactory to the Representative; . The Underwriters shall rely on the opinions of (i) the Company’s Cayman Islands counsel, Ogier (Cayman) LLP, filed as Exhibit 5.1 to the Registration Statement, as to the due incorporation, validity of the Offered Securities and due authorization, execution and delivery of the Agreement and (ii) the CompanyUnderwriter’s PRC counsel, East Jingtian & Concord PartnersGongcheng, filed as Exhibit 8.2 8.1 to the Registration Statement.

Appears in 3 contracts

Sources: Underwriting Agreement (Youxin Technology LTD), Underwriting Agreement (Youxin Technology LTD), Underwriting Agreement (Youxin Technology LTD)

Company Counsel Opinions. On the Closing Date and/or the Option Closing Date, the Representative shall have received: (i) the favorable opinion of VCL Law ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ LLP, counsel to the Company, includingaddressed to the Underwriters, without limitation, in form and substance reasonably satisfactory to the Underwriters and a negative assurance letter, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; (ii) the favorable opinion of ▇▇▇▇▇▇(Cayman) LLP▇▇▇▇▇▇ law Firm, Cayman Islands PRC counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; and (iii) the favorable opinion of East & Concord Partners ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ (Cayman) LLP, PRC Cayman Islands counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; . The Underwriters and their counsel shall rely on the opinions of (i) the Company’s Cayman Islands counsel, Ogier Mourant Ozannes (Cayman) LLP, filed as Exhibit 5.1 to the Registration Statement, as to the due incorporation, incorporation and validity of the Offered Securities and due authorization, execution and delivery of the Agreement Underlying Shares and (ii) the Company’s PRC counsel, East & Concord PartnersJiangsu Junjin Law Firm, filed as Exhibit 8.2 8.1 to the Registration StatementStatement as well as the opinions delivered on the Closing Date pursuant to this Section.

Appears in 2 contracts

Sources: Underwriting Agreement (Mingteng International Corp Inc.), Underwriting Agreement (Mingteng International Corp Inc.)

Company Counsel Opinions. On the Closing Date and/or the or any Option Closing Date, the Representative shall have received: (i) the favorable opinion of VCL Law LLP▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Li LLC, U.S. counsel to the Company, including, without limitation, a negative assurance letter, dated as of such Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; (ii) the favorable opinion of ▇▇▇▇▇▇ and ▇▇▇▇▇▇ (CaymanHong Kong) LLP, Cayman Islands counsel to the Company, dated as of such Closing Date and addressed to the Representative for the benefit of the Underwriters, in form and substance reasonably satisfactory to the Representative; and (iii) the favorable opinion of East ▇▇▇▇▇ & Concord Partners Co LLP (Dubai Branch), PRC United Arab Emirates counsel to the Company, dated as of such Closing Date and addressed to the Representative for the benefit of the Underwriters, in form and substance reasonably satisfactory to the Representative; . The Underwriters and their counsel shall rely on the opinions of (i) the Company’s Cayman Islands counsel, Ogier ▇▇▇▇▇▇ and ▇▇▇▇▇▇ (CaymanHong Kong) LLP, filed as Exhibit 5.1 to the Registration Statement, as to the due incorporation, incorporation and validity of the Offered Securities and due authorizationSecurities, execution and delivery of the Agreement and (ii) the Company’s PRC counsel, East ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Concord PartnersLi LLC, filed as Exhibit 8.2 5.2 to the Registration Statement., as to the enforceability of the Underwriters’ Securities, and (iii) ▇▇▇▇▇ & Co LLP (Dubai Branch), filed as Exhibit 5.3 to the Registration Statement, as well as the opinions delivered on such Closing Date pursuant to this Section,

Appears in 2 contracts

Sources: Underwriting Agreement (Ambitions Enterprise Management Co. L.L.C), Underwriting Agreement (Ambitions Enterprise Management Co. L.L.C)

Company Counsel Opinions. On the Closing Date and/or the Option Closing Date, the Representative shall have received (i) the favorable opinion of VCL Law O▇▇▇▇▇ R▇▇▇▇▇▇▇▇▇ LLP, U.S. counsel to the Company, including, without limitation, a negative assurance letter, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; (ii) the favorable opinion of ▇▇▇▇▇ (Cayman) LLP[*], Cayman Islands IP counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; and (iii) the favorable opinion of East & Concord Partners Grandall Law Firm, PRC counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; . The Underwriters shall rely on the opinions of (i) the Company’s Cayman Islands U.S. counsel, Ogier (Cayman) O▇▇▇▇▇ R▇▇▇▇▇▇▇▇▇ LLP, filed as Exhibit 5.1 to the Registration Statement, as to the due incorporation, validity of the Offered Securities and the Underlying Shares and due authorization, execution and delivery of the Agreement and (ii) the Company’s PRC counsel, East & Concord PartnersGrandall Law Firm, filed as Exhibit 8.2 to the Registration Statement.

Appears in 1 contract

Sources: Underwriting Agreement (Northann Corp.)

Company Counsel Opinions. On the Closing Date and/or the Option Closing Date, the Representative shall have received (i) the favorable opinion of VCL Law FisherBroyles, LLP, U.S. counsel to the Company, including, without limitation, a negative assurance letter, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; (ii) the favorable opinion of A▇▇▇▇▇▇▇▇ Law Offices, PRC counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; (Caymaniii) LLPthe favorable opinion of S▇▇▇▇▇▇▇▇, Cayman Islands ▇▇▇▇ & Co., Hong Kong counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; and (iiiiv) the favorable opinion of East & Concord Partners T▇▇▇▇▇▇ T▇▇▇▇ ▇▇▇▇▇▇▇, PRC Cayman Islands counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; . The Underwriters shall rely on the opinions of (i) the Company’s Cayman Islands counsel, Ogier (Cayman) LLPT▇▇▇▇▇▇ T▇▇▇▇ ▇▇▇▇▇▇▇, filed as Exhibit 5.1 to the Registration Statement, as to the due incorporation, validity of the Offered Securities and due authorization, execution and delivery of the Agreement and (ii) the Company’s PRC counsel, East & Concord PartnersA▇▇▇▇▇▇▇▇ Law Offices, filed as Exhibit 8.2 8.1 to the Registration Statement.

Appears in 1 contract

Sources: Underwriting Agreement (Cine Top Culture Holdings Ltd.)

Company Counsel Opinions. On the Closing Date and/or the Option Closing Date, if any, the Representative and the underwriters shall have received: (i) the favorable opinion of VCL Law L▇▇▇ & Loeb LLP, securities counsel to the Company, including, without limitation, a negative assurance letterdated as of such date, addressed to the UnderwritersRepresentative and the underwriters, including negative assurances, in form and substance reasonably satisfactory to the Representative; (ii) the favorable opinion of O▇▇▇▇▇ (Cayman) LLP, special Cayman Islands counsel to the Company, dated as of such date, addressed to the UnderwritersRepresentative and the underwriters, in form and substance reasonably satisfactory to the Representative; (iii) the favorable opinion of L&L-Leaven, Attorneys-at-Law, PRC counsel to the Company dated as of such date, addressed to the Representative and the underwriters, for certain legal matters, in form and substance reasonably satisfactory to the Representative; and (iiiiv) the favorable opinion of East & Concord Partners L▇▇ and L▇, PRC Attorneys-at-Law, Taiwan counsel to the Company, dated as of such date, addressed to the UnderwritersRepresentative and the underwriters, for certain legal matters, in form and substance reasonably satisfactory to the Representative; . The Underwriters Representative shall rely on the opinions of (i) the Company’s special Cayman Islands counsel, Ogier (Cayman) LLPO▇▇▇▇, filed as Exhibit 5.1 to the Registration Statement, as to the due incorporation, incorporation and validity of the Offered Securities and due authorizationSecurities, execution and delivery of the Agreement and (ii) the Company’s PRC counsel, East & Concord PartnersL&L-Leaven, Attorneys-at-Law, filed as Exhibit 8.2 99.1 to the Registration Statement.

Appears in 1 contract

Sources: Underwriting Agreement (J-Star Holding Co., Ltd.)

Company Counsel Opinions. On the Closing Date and/or the Option Closing Date, the Representative shall have received (i) the favorable opinion of VCL Law LLP, ▇▇▇▇▇▇▇▇▇▇ PLLC securities counsel to the Company, including, without limitation, a negative assurance letterdated as of such date, addressed to the UnderwritersRepresentative, including negative assurances, in form and substance reasonably satisfactory to the Representative; (ii) the favorable opinion of ▇▇▇▇▇▇(Cayman) LLP▇▇▇▇ & ▇▇▇▇▇▇▇, special Cayman Islands counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; and; (iii) the favorable opinion of East ▇▇▇▇▇ ▇▇▇ ▇▇▇ & Concord Partners ▇▇▇▇, Hong Kong counsel to the Company, in form and substance reasonably satisfactory to the Representative and (iv) the favorable opinion of ▇▇▇ ▇▇▇ Law Firm, PRC counsel to the Company, addressed to the UnderwritersCompany for certain legal matters, in form and substance reasonably satisfactory to the Representative; . The Underwriters Representative shall rely on the opinions of (i) the Company’s special Cayman Islands counsel, Ogier (Cayman) LLP▇▇▇▇▇▇▇ ▇▇▇▇ & ▇▇▇▇▇▇▇, filed as Exhibit 5.1 to the Registration Statement, as to the due incorporation, incorporation and validity of the Offered Securities and due authorizationSecurities, execution and delivery of the Agreement and (ii) the Company’s PRC counsel, East & Concord Partners▇▇▇ ▇▇▇ Law Firm, filed as Exhibit 8.2 99.3 to the Registration Statement, and (iii) the Company’s Hong Kong counsel, ▇▇▇▇▇ ▇▇▇ ▇▇▇ & ▇▇▇▇, filed as Exhibit 99.2 to the Registration Statement.

Appears in 1 contract

Sources: Underwriting Agreement (Solowin Holdings, Ltd.)

Company Counsel Opinions. On the Closing Date and/or the Option Closing Date, the Representative shall have received (i) the favorable opinion of VCL Law ▇▇▇▇ & Loeb LLP, U.S. counsel to the Company, including, without limitation, a negative assurance letter, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; (ii) the favorable opinion of ▇▇▇▇▇ (Cayman) LLP▇▇▇, Cayman Islands counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; and (iii) the favorable opinion of East & Concord Partners CFN Lawyers, PRC Hong Kong counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; ; (iv) the favorable opinion of ▇▇▇▇▇▇▇▇ LLP, UK counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative The Underwriters shall rely on the opinions of (i) the Company’s Cayman Islands counsel, Ogier (Cayman) LLP▇▇▇▇▇▇▇, filed as Exhibit 5.1 to the Registration Statement, as to the due incorporation, validity of the Offered Securities and due authorization, execution and delivery of the Agreement and (ii) the Company’s PRC Hong Kong counsel, East & Concord PartnersCFN Lawyers, filed as Exhibit 8.2 to the Registration Statement.

Appears in 1 contract

Sources: Underwriting Agreement (Neo-Concept International Group Holdings LTD)

Company Counsel Opinions. On the Closing Date and/or the Option Closing Date, the Representative shall have received: (i) the favorable opinion of VCL Law Ortoli Rosenstadt LLP, counsel to the Company, includingaddressed to the Underwriters, without limitation, in form and substance reasonably satisfactory to the Underwriters and a negative assurance letter, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; (ii) the favorable opinion of ▇▇▇▇▇ (Cayman) LLPJiangsu Junjin law Firm, Cayman Islands PRC counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; and (iii) the favorable opinion of East & Concord Partners Mourant Ozannes (Cayman) LLP, PRC Cayman Islands counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; . The Underwriters and their counsel shall rely on the opinions of (i) the Company’s Cayman Islands counsel, Ogier Mourant Ozannes (Cayman) LLP, filed as Exhibit 5.1 to the Registration Statement, as to the due incorporation, incorporation and validity of the Offered Securities and due authorization, execution and delivery of the Agreement Underlying Shares and (ii) the Company’s PRC counsel, East & Concord PartnersJiangsu Junjin law Firm, filed as Exhibit 8.2 8.1 to the Registration StatementStatement as well as the opinions delivered on the Closing Date pursuant to this Section.

Appears in 1 contract

Sources: Underwriting Agreement (Li Bang International Corp Inc.)

Company Counsel Opinions. On the Closing Date and/or the Option Closing Date, the Representative shall have received (i) the favorable opinion of VCL Law ▇▇▇▇ & Loeb LLP, counsel to the Company, including, without limitation, a negative assurance letter, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; (ii) the favorable opinion of Commerce & Finance Law Offices, PRC counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; (iii) the favorable opinion of [▇▇▇▇ (Cayman) & Loeb LLP] , Cayman Islands Hong Kong counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; and (iiiiv) the favorable opinion of East & Concord Partners ▇▇▇▇▇, PRC Cayman Islands counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; . The Underwriters shall rely on the opinions of (i) the Company’s Cayman Islands counsel, Ogier (Cayman) LLP▇▇▇▇▇, filed as Exhibit 5.1 to the Registration Statement, as to the due incorporation, validity of the Offered Securities and due authorization, execution and delivery of the Agreement and (ii) the Company’s PRC counsel, East Commerce & Concord PartnersFinance Law Offices, filed as Exhibit 8.2 8.1 to the Registration Statement.

Appears in 1 contract

Sources: Underwriting Agreement (Majestic Ideal Holdings LTD)

Company Counsel Opinions. On the Closing Date and/or the Option Closing Date, the Representative shall have received (i) the favorable opinion of VCL Law F▇▇▇▇▇▇▇▇▇▇▇▇, LLP, U.S. counsel to the Company, including, without limitation, a negative assurance letter, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; (ii) the favorable opinion of Guangdong W▇▇▇▇▇ Law Firm, PRC counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; (Caymaniii) LLPthe favorable opinion of S▇▇▇▇▇▇▇▇, Cayman Islands ▇▇▇▇ & Co., Hong Kong counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; and (iiiiv) the favorable opinion of East & Concord Partners T▇▇▇▇▇▇ T▇▇▇▇ ▇▇▇▇▇▇▇, PRC Cayman Islands counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; . The Underwriters shall rely on the opinions of (i) the Company’s Cayman Islands counsel, Ogier (Cayman) LLPT▇▇▇▇▇▇ T▇▇▇▇ ▇▇▇▇▇▇▇, filed as Exhibit 5.1 to the Registration Statement, as to the due incorporation, validity of the Offered Securities and due authorization, execution and delivery of the Agreement and (ii) the Company’s PRC Hong Kong counsel, East Guangdong W▇▇▇▇▇ Law Firm with regard to Chinese law S▇▇▇▇▇▇▇▇, ▇▇▇▇ & Concord PartnersCo, filed as Exhibit 8.2 8.1 to the Registration Statement.

Appears in 1 contract

Sources: Underwriting Agreement (QMMM Holdings LTD)

Company Counsel Opinions. On the Closing Date and/or the Option Closing Date, the Representative shall have received (i) the favorable opinion of VCL Law LLP▇▇▇▇▇▇▇▇▇ & Associates, P.C., U.S. counsel to the Company, including, without limitation, a negative assurance letter, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; (ii) the favorable opinion of ▇▇▇▇▇ (Cayman) LLP▇▇▇, Cayman Islands counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; and (iii) the favorable opinion of East & Concord Partners CFN Lawyers, PRC Hong Kong counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; ; (iv) the favorable opinion of ▇▇▇▇▇▇▇▇ LLP, UK counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative The Underwriters shall rely on the opinions of (i) the Company’s Cayman Islands counsel, Ogier (Cayman) LLP▇▇▇▇▇▇▇, filed as Exhibit 5.1 to the Registration Statement, as to the due incorporation, validity of the Offered Securities and due authorization, execution and delivery of the Agreement and (ii) the Company’s PRC Hong Kong counsel, East & Concord PartnersCFN Lawyers, filed as Exhibit 8.2 to the Registration Statement.

Appears in 1 contract

Sources: Underwriting Agreement (Neo-Concept International Group Holdings LTD)

Company Counsel Opinions. On the Closing Date and/or the Option Closing Date, the Representative shall have received (i) the favorable opinion of VCL Law ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ LLP, U.S. counsel to the Company, including, without limitation, a negative assurance letter, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; (ii) the favorable opinion of ▇▇▇▇▇▇▇▇▇, ▇▇▇& Co., Hong Kong counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; (Caymaniii) LLPthe favorable opinion of ▇▇▇▇▇, Cayman Islands BVI counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; and (iiiiv) the favorable opinion of East & Concord Partners ▇▇▇▇▇, PRC Cayman Islands counsel to the Company, addressed to the Underwriters, in form and substance reasonably satisfactory to the Representative; . The Underwriters shall rely on the opinions of (i) the Company’s Cayman Islands counsel, Ogier (Cayman) LLP▇▇▇▇▇, filed as Exhibit 5.1 to the Registration Statement, as to the due incorporation, validity of the Offered Securities and due authorization, execution and delivery of the Agreement and (ii) the Company’s PRC Hong Kong counsel, East ▇▇▇▇▇▇▇▇▇, ▇▇▇▇ & Concord PartnersCo., filed as Exhibit 8.2 8.1 to the Registration Statement.

Appears in 1 contract

Sources: Underwriting Agreement (PSI Group Holdings Ltd.)