Legal Opinions and Negative Assurance Letter. On the date of this Agreement, the Agents shall have received the following legal opinions and negative assurance letter, dated as of the date of this Agreement and in form and substance satisfactory to the Agents:
Legal Opinions and Negative Assurance Letter. The Placement Agent shall have received the opinion and negative assurance letter of Company Corporate Counsel required to be delivered pursuant to Section 7(p) on or before the date on which delivery of such opinion and negative assurance letter is required pursuant to Section 7(p).
Legal Opinions and Negative Assurance Letter. On or prior to the First Delivery Date and within three (3) Trading Days of each Representation Date with respect to which the Company is obligated to deliver a certificate in the form agreed to for which no waiver is applicable, the Company shall cause to be furnished to Xxxxx;
Legal Opinions and Negative Assurance Letter. On the date the Company provides the Placement Agent with the first Placement Notice and within five (5) Trading Days after each Representation Date (excluding Representation Dates with regard to the time the Company files its quarterly reports on Form 10-Q) with respect to which the Company is obligated to deliver a certificate in the form attached hereto as Exhibit D for which no waiver is applicable, the Company shall cause to be furnished to the Placement Agent (i) a written opinion and negative assurance letter of Lxxxxxxxxx Xxxxxxx LLP, corporate counsel to the Company (“Company Corporate Counsel”), or other counsel satisfactory to the Placement Agent, in form and substance reasonably satisfactory to the Placement Agent and its counsel, dated the date that the opinion is required to be delivered, , and (ii), unless waived by the Placement Agent, a written opinion and negative assurance letter of Exxxxxxx Gxxxxxxx & Schole LLP, counsel to the Placement Agent (“Counsel to the Placement Agent”), or other counsel reasonably satisfactory to the Placement Agent, in form and substance reasonably satisfactory to the Placement Agent, dated the date that the opinion is required to be delivered; provided, however, that in lieu of such opinions for subsequent Representation Dates, counsel may furnish the Placement Agent with a letter (a “Reliance Letter”) to the effect that the Placement Agent may rely on a prior opinion delivered under this Section 7(p) to the same extent as if it were dated the date of such letter (except that statements in such prior opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended or supplemented at such Representation Date).
Legal Opinions and Negative Assurance Letter. On or prior to the First Delivery Date and within three (3) trading days of each Representation Date with respect to which the Company is obligated to deliver a certificate in the form attached hereto as Exhibit 7(m) for which no waiver is applicable, the Company shall cause to be furnished to Xxxxx a negative assurance letter of Xxxxxx LLP (“Company Counsel”), or other counsel satisfactory to Xxxxx, in form and substance satisfactory to Xxxxx and its counsel, dated the date that the negative assurance letter is required to be delivered; provided, however, that Company Counsel shall not be required to deliver a negative assurance letter more than once in any calendar quarter. On or prior to the First Delivery Date and within three (3) trading days of each Representation Date resulting from the Company filing an annual report on Form 10-K under the Exchange Act with respect to which the Company is obligated to deliver a certificate in the form attached hereto as Exhibit 7(m) for which no waiver is applicable, the Company shall cause to be furnished to Xxxxx (i) an opinion letter of Company Counsel, or other counsel satisfactory to Xxxxx, in form and substance satisfactory to Xxxxx and its counsel, dated the date that such opinion letter is required to be delivered and (ii) an opinion letter of intellectual property counsel to the Company, in form and substance satisfactory to Xxxxx and its counsel, dated the date that such opinion letter is required to be delivered; provided, however, that in lieu of such opinion letters for subsequent Representation Dates resulting from the Company filing an annual report on Form 10-K under the Exchange Act, counsel may furnish Xxxxx with a letter to the effect that Xxxxx may rely on a prior opinion delivered under this Section 7(n) to the same extent as if it were dated the date of such letter (except that statements in such prior opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended or supplemented at such Representation Date).
Legal Opinions and Negative Assurance Letter. (1) On or before the First Placement Date, the Company shall cause to be furnished to the Agent a written opinion and negative assurance letter of Dxxxx Xxxxxx LLP, U.S. counsel to the Company, or other counsel reasonably satisfactory to the Agent (“U.S. Company Counsel”) and a legal opinion of Mxxxxxx-Xxxxxxxx Advokatpartnerselskab, Danish counsel to the Company (together with U.S. Company Counsel, “Company Counsel”), each in form and substance reasonably satisfactory to Agent and its counsel; and (2) within five (5) Trading Days of each Representation Date with respect to which the Company is obligated to deliver a certificate in the form attached hereto as Exhibit 7(l) for which no waiver is applicable, the Company shall cause to be furnished to the Agent a negative assurance letter of U.S. Company Counsel, in form and substance reasonably satisfactory to Agent and its counsel; provided, however, the Company shall not be required to furnish any such letter if the Company does not intend to deliver a Placement Notice in such calendar quarter until such time as the Company delivers its next Placement Notice.
