Common use of Opinion and 10b-5 Statement of Counsel for the Underwriters Clause in Contracts

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 131 contracts

Samples: Underwriting Agreement (Cafepress Inc.), Underwriting Agreement (ZS Pharma, Inc.), Underwriting Agreement (Seattle Genetics Inc /Wa)

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Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 100 contracts

Samples: Intra-Cellular Therapies, Inc., Warrant Agreement (Skydeck Acquisition Corp.), Underwriting Agreement (Nurix Therapeutics, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxx & Xxxxxxxx Xxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 71 contracts

Samples: Underwriting Agreement (Ares Management Lp), Management Agreement (Apollo Commercial Real Estate Finance, Inc.), Underwriting Agreement (Ares Management Corp)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx Xxxxxx & Xxxxxxxx Xxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 63 contracts

Samples: Underwriting Agreement (Definitive Healthcare Corp.), Underwriting Agreement (Urovant Sciences Ltd.), Underwriting Agreement (Birkenstock Holding LTD)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement Statement of Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 42 contracts

Samples: Underwriting Agreement (Fifth Third Bancorp), Underwriting Agreement (Fifth Third Bancorp), Underwriting Agreement (Fifth Third Bancorp)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 34 contracts

Samples: Underwriting Agreement (Zai Lab LTD), Underwriting Agreement (Madison Square Garden Entertainment Corp.), Underwriting Agreement (Excelsa Acquisition Corp.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 32 contracts

Samples: Underwriting Agreement (SVB Financial Group), Letter Agreement (Hamilton Lane INC), Underwriting Agreement (SVB Financial Group)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 32 contracts

Samples: Underwriting Agreement (American Equity Investment Life Holding Co), Underwriting Agreement (Air Lease Corp), Underwriting Agreement (Air Lease Corp)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Representative shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 32 contracts

Samples: Execution Version (Alnylam Pharmaceuticals, Inc.), Underwriting Agreement (Amag Pharmaceuticals Inc.), Rights Agreement (Insulet Corp)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Skadden, Arps, Slate, Xxxxxxx & Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 30 contracts

Samples: Underwriting Agreement (FAST Acquisition Corp.), Underwriting Agreement (FAST Acquisition Corp.), Underwriting Agreement (Kensington Capital Acquisition Corp.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Cravath, Swaine & Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 30 contracts

Samples: Weight Watchers (Weight Watchers International Inc), Underwriting Agreement (Boot Barn Holdings, Inc.), Underwriting Agreement (Axalta Coating Systems Ltd.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 29 contracts

Samples: Underwriting Agreement (PERRIGO Co PLC), Underwriting Agreement (Fox Factory Holding Corp), Underwriting Agreement (Truck Hero, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx & Xxxxxxxx Xxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 22 contracts

Samples: Underwriting Agreement (Dyne Therapeutics, Inc.), Underwriting Agreement (Verve Therapeutics, Inc.), Underwriting Agreement (Syros Pharmaceuticals, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Representative shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Skadden, Arps, Slate, Xxxxxxx & Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 21 contracts

Samples: Underwriting Agreement (Catcha Investment Corp), Underwriting Agreement (Catcha Investment Corp 2.0), Underwriting Agreement (KnightSwan Acquisition Corp)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Ropes & Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 20 contracts

Samples: Underwriting Agreement (Teads S.A.), Underwriting Agreement (e.l.f. Beauty, Inc.), Underwriting Agreement (Sage Therapeutics, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxx Xxxxxx & Xxxxxxxx Xxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 19 contracts

Samples: Underwriting Agreement (EVERTEC, Inc.), Underwriting Agreement (EVERTEC, Inc.), Underwriting Agreement (Burlington Stores, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx London LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 18 contracts

Samples: Underwriting Agreement (British American Tobacco p.l.c.), Underwriting Agreement (National Grid PLC), Underwriting Agreement (National Grid PLC)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement Statement of Xxxxx Xxxx Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 18 contracts

Samples: Underwriting Agreement (Broadridge Financial Solutions, Inc.), Merger Agreement (First Niagara Financial Group Inc), Underwriting Agreement (Agilent Technologies Inc)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Representative shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxx & Xxxxxxxx Xxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 15 contracts

Samples: Underwriting Agreement (EVO Payments, Inc.), Underwriting Agreement (Apollo Residential Mortgage, Inc.), Omnibus Assignment and Assumption Agreement (Celladon Corp)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Representative shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 14 contracts

Samples: Letter Agreement (Xilinx Inc), Underwriting Agreement (SVB Financial Group), Underwriting Agreement (SVB Financial Group)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Representative shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement Statement of Xxxxx Xxxx Xxxxxx Xxxxxx & Xxxxxxxx Xxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 14 contracts

Samples: Underwriting Agreement (Manitowoc Co Inc), Underwriting Agreement (Manitowoc Co Inc), Underwriting Agreement (T-Mobile US, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 14 contracts

Samples: Underwriting Agreement (Baidu, Inc.), Letter Agreement (Terns Pharmaceuticals, Inc.), Underwriting Agreement (Baidu, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx Xxxxxx & Xxxxxxxx LLPXxxxxx L.L.P., counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 14 contracts

Samples: Underwriting Agreement (Music Acquisition Corp), Underwriting Agreement (Shelter Acquisition Corp I), Underwriting Agreement (Shelter Acquisition Corp I)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Representative shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement Statement of Xxxxx Xxxx Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 13 contracts

Samples: Underwriting Agreement (American Equity Investment Life Holding Co), Underwriting Agreement (Exco Resources Inc), Underwriting Agreement (Denbury Resources Inc)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Dxxxx Xxxx & Xxxxxxxx Wxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 13 contracts

Samples: Underwriting Agreement (Hamilton Lane Alliance Holdings I, Inc.), Underwriting Agreement (Project Energy Reimagined Acquisition Corp.), Letter Agreement (Fuelcell Energy Inc)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx from Xxxxxxx Procter LLP, counsel for the Underwriters, such opinion or opinions and 10b-5 Statement, dated such Closing Date, with respect to such matters as the Representatives Underwriters may reasonably requestrequire, and the Company shall have furnished to such counsel shall have received such documents and information as they may reasonably request to enable for enabling them to pass upon such matters.

Appears in 12 contracts

Samples: Underwriting Agreement (Molecular Templates, Inc.), Underwriting Agreement (Molecular Templates, Inc.), Underwriting Agreement (Albireo Pharma, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx from Xxxxxx LLP, counsel for the Underwriters, such opinion or opinions and 10b-5 Statement, dated such Closing Date, with respect to such matters as the Representatives Underwriters may reasonably requestrequire, and the Company shall have furnished to such counsel shall have received such documents and information as they may reasonably request to enable for enabling them to pass upon such matters.

Appears in 11 contracts

Samples: Underwriting Agreement (Aura Biosciences, Inc.), Underwriting Agreement (EyePoint Pharmaceuticals, Inc.), Underwriting Agreement (Aura Biosciences, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Representative shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 10 contracts

Samples: Underwriting Agreement (Isos Acquisition Corp.), Underwriting Agreement (Population Health Investment Co., Inc.), South Jersey (South Jersey Industries Inc)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx Proskauer Rose LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 10 contracts

Samples: Underwriting Agreement (Novavax Inc), Underwriting Agreement (Novavax Inc), Underwriting Agreement (Novavax Inc)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx Xxxxxxx Procter LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 10 contracts

Samples: Underwriting Agreement (Aspen Technology Inc /De/), Letter Agreement (GenMark Diagnostics, Inc.), Underwriting Agreement (Intelepeer Inc)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx Xxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 9 contracts

Samples: Underwriting Agreement (Vocera Communications, Inc.), Underwriting Agreement (Vocera Communications, Inc.), Underwriting Agreement (Ignyta, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx Chance US LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 8 contracts

Samples: Underwriting Agreement (Chesapeake Lodging Trust), Underwriting Agreement (Chesapeake Lodging Trust), Underwriting Agreement (Chesapeake Lodging Trust)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx & Xxxxxxxx Xxxxxxx Procter LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 8 contracts

Samples: Underwriting Agreement (Washington Real Estate Investment Trust), Vera Therapeutics, Inc., Vera Therapeutics, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Ropes & Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 8 contracts

Samples: Underwriting Agreement (Granite Point Mortgage Trust Inc.), Seres Therapeutics, Inc., Relay Therapeutics, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxxxxx & Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 8 contracts

Samples: Underwriting Agreement (Empower Ltd.), Underwriting Agreement (Forbion European Acquisition Corp.), Underwriting Agreement (Act II Global Acquisition Corp.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Representatives, of Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 8 contracts

Samples: Underwriting Agreement (Generation Bio Co.), Underwriting Agreement (Generation Bio Co.), Underwriting Agreement (Stoke Therapeutics, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Representative shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Winston & Xxxxxxxx Xxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 7 contracts

Samples: CDW Corp, CDW Corp, CDW Corp

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx Lxxxxx & Xxxxxxxx Wxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 7 contracts

Samples: Letter Agreement (Immunome Inc.), Underwriting Agreement (Silk Road Medical Inc), Underwriting Agreement (Sovos Brands, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx LLPXxxxxxxx, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 7 contracts

Samples: Uil Holdings Corp, Cliffs Natural Resources Inc., Energizer Holdings Inc

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Representative shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 7 contracts

Samples: Underwriting Agreement (Dynamics Special Purpose Corp.), Underwriting Agreement (Dynamics Special Purpose Corp.), Columbus McKinnon Corp

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx Sxxxxxx Xxxxxxx & Xxxxxxxx Bxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 6 contracts

Samples: Patria Latin American Opportunity Acquisition Corp., InnovAge Holding Corp., InnovAge Holding Corp.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Representative shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxx Xxxxxx & Xxxxxxxx Xxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 6 contracts

Samples: Nielsen Holdings N.V., Nielsen Holdings N.V., Vivus Inc

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx Xxxxxx Xxxxxxx Xxxxxxxx & Xxxxxxxx LLPXxxxxx, Professional Corporation, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 6 contracts

Samples: Underwriting Agreement (Nextracker Inc.), Underwriting Agreement (Nextracker Inc.), Alder Biopharmaceuticals Inc

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Representative shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 6 contracts

Samples: Washington Federal Inc, Cheesecake Factory Inc, Bioventus Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Underwriters shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxx & Xxxxxxxx Xxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives Underwriters may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 6 contracts

Samples: Underwriting Agreement (Option Care Health, Inc.), Ultragenyx Pharmaceutical Inc., Ultragenyx Pharmaceutical Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Skadden, Arps, Slate, Xxxxxxx & Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 6 contracts

Samples: Up Agreement (Sutherland Asset Management Corp), Underwriting Agreement (Match Group, Inc.), Underwriting Agreement (Medical Properties Trust Inc)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Underwriters shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Lxxxxx & Xxxxxxxx Wxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives Underwriters may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 5 contracts

Samples: Option Care (Option Care Health, Inc.), Underwriting Agreement (Option Care Health, Inc.), Underwriting Agreement (Option Care Health, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Fenwick & Xxxxxxxx West LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 5 contracts

Samples: Underwriting Agreement (Trinet Group Inc), Underwriting Agreement (Trinet Group Inc), SolarWinds, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxx & Xxxxxxxx LLPXxxxxx L.L.P., counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 5 contracts

Samples: Underwriting Agreement (Jones Energy, Inc.), Jones Energy, Inc., Jones Energy, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Representative shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx Xxxxxxx Procter LLP, counsel for the Underwriters, with respect to such matters as the Representatives Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 5 contracts

Samples: Intrexon Corp, Intrexon Corp, Altair Engineering Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Fried, Frank, Harris, Xxxxxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 5 contracts

Samples: Underwriting Agreement (Shake Shack Inc.), Sonic Automotive Inc, TPG Specialty Lending, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxx Xxxxxxx Xxxxxxxx & Xxxxxxxx LLPXxxxxx, Professional Corporation, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 5 contracts

Samples: Underwriting Agreement (Q2 Holdings, Inc.), Letter Agreement (Q2 Holdings, Inc.), Letter Agreement (Q2 Holdings, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the an Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Ropes & Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 5 contracts

Samples: Bluebird Bio, Inc., Bluebird Bio, Inc., Bluebird Bio, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 5 contracts

Samples: Underwriting Agreement (Games & Esports Experience Acquisition Corp.), Underwriting Agreement (Games & Esports Experience Acquisition Corp.), Lexeo Therapeutics, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxx Xxxxxxx Xxxxxxxx & Xxxxxxxx LLPXxxxxx, P.C., counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 5 contracts

Samples: Underwriting Agreement (Guidewire Software, Inc.), Underwriting Agreement (Guidewire Software, Inc.), Underwriting Agreement (Guidewire Software, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx White & Xxxxxxxx Case LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 5 contracts

Samples: Underwriting Agreement (Jack Creek Investment Corp.), SOAR Technology Acquisition Corp., Intra-Cellular Therapies, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx & Xxxxxxxx LLPDLA Piper LLP (US), counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 5 contracts

Samples: Underwriting Agreement (Chain Bridge I), Underwriting Agreement (Grid Dynamics Holdings, Inc.), Underwriting Agreement (Grid Dynamics Holdings, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxxxxx Xxxx & Xxxxxxxx Xxxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 4 contracts

Samples: Underwriting Agreement (Strategic Hotels & Resorts, Inc), Underwriting Agreement (Third Point Reinsurance Ltd.), Strategic Hotels & Resorts, Inc

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the any Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxxxx Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 4 contracts

Samples: Laredo Petroleum (Laredo Petroleum Holdings, Inc.), Underwriting Agreement (Laredo Petroleum Holdings, Inc.), Laredo Petroleum Holdings, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx Shearman & Xxxxxxxx Sterling LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 4 contracts

Samples: Underwriting Agreement (CVRx, Inc.), Flame Acquisition Corp., Flame Acquisition Corp.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Representative shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx White & Xxxxxxxx Case LLP, counsel for the Underwriters, with respect to such matters as the Representatives Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 4 contracts

Samples: Underwriting Agreement (Concord Acquisition Corp), Underwriting Agreement (Jack Creek Investment Corp.), Underwriting Agreement (Concord Acquisition Corp)

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Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 4 contracts

Samples: Newmont Mining Corp /De/, Regency Centers Corp, Regency Centers Corp

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx Dechert LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 4 contracts

Samples: Amicus Therapeutics Inc, Amicus Therapeutics, Inc., Amicus Therapeutics Inc

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx from Xxxxxxx Procter LLP, counsel for the Underwriters, such opinion or opinions and 10b-5 Statement, dated the Closing Date, with respect to such matters as the Representatives Underwriters may reasonably requestrequire, and the Company shall have furnished to such counsel shall have received such documents and information as they may reasonably request to enable for enabling them to pass upon such matters.

Appears in 4 contracts

Samples: Convertible Preferred Stock (Ovid Therapeutics Inc.), Underwriting Agreement (Ovid Therapeutics Inc.), Convertible Preferred Stock (Ovid Therapeutics Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxxx Xxxxxxxx Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 4 contracts

Samples: Underwriting Agreement (Bluestem Brands, Inc.), Underwriting Agreement (IMS Health Holdings, Inc.), Bluestem Brands, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx Cxxxxxxx Chance US LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 4 contracts

Samples: Underwriting Agreement (Redwood Trust Inc), Underwriting Agreement (Redwood Trust Inc), Underwriting Agreement (Redwood Trust Inc)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on from Xxxxxx LLP, counsel for the Underwriters, such opinion or opinions and as of 10b-5 Statement, dated the Closing Date or the Additional Option Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives Underwriters may reasonably requestrequire, and the Company shall have furnished to such counsel shall have received such documents and information as they may reasonably request to enable for enabling them to pass upon such matters.

Appears in 4 contracts

Samples: Underwriting Agreement (Sutro Biopharma, Inc.), Underwriting Agreement (Sutro Biopharma Inc), Underwriting Agreement (Sutro Biopharma, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx & Xxxxxxxx Cxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 4 contracts

Samples: Underwriting Agreement (Elevation Oncology, Inc.), Underwriting Agreement (SpringWorks Therapeutics, Inc.), Scholar Rock Holding Corp

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Representative shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx & Xxxxxxxx Ortoli Rosenstadt LLP, counsel for the Underwriters, Underwriters with respect to such matters as the Representatives Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 4 contracts

Samples: Warrant Agreement (Lakeshore Acquisition II Corp.), Warrant Agreement (Lakeshore Acquisition II Corp.), Warrant Agreement (Lakeshore Acquisition II Corp.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Representative shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx & Xxxxxxxx Proskauer Rose LLP, counsel for the Underwriters, with respect to such matters as the Representatives Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 4 contracts

Samples: Underwriting Agreement (Kimbell Tiger Acquisition Corp), Underwriting Agreement (Kimbell Tiger Acquisition Corp), Underwriting Agreement (Kimbell Tiger Acquisition Corp)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of from Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, such opinion or opinions and 10b-5 Statement, dated such Closing Date, with respect to such matters as the Representatives Underwriters may reasonably requestrequire, and the Company shall have furnished to such counsel shall have received such documents and information as they may reasonably request to enable for enabling them to pass upon such matters.

Appears in 4 contracts

Samples: Underwriting Agreement (Aeglea BioTherapeutics, Inc.), Underwriting Agreement (Atreca, Inc.), Underwriting Agreement (Aeglea BioTherapeutics, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Representative shall have received on and as of the Closing Date or the Additional Closing Datefrom Weil, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Gotshal & Xxxxxxxx Xxxxxx LLP, counsel for the Underwriters, such opinion or opinions, dated the Closing Date and addressed to the Representative, with respect to such matters as the Representatives Representative may reasonably request, and the Company shall have furnished to such counsel shall have received such documents and information as they may reasonably request to enable for the purpose of enabling them to pass upon such matters.

Appears in 4 contracts

Samples: Frontier Communications Corp, Frontier Communications Corp, Frontier Communications Corp

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx Cxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 4 contracts

Samples: Letter Agreement (Cision Ltd.), Letter Agreement (Cision Ltd.), Underwriting Agreement (Accelerate Diagnostics, Inc)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Dxxxx Xxxx & Xxxxxxxx Wxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Underwriting Agreement (Metropolitan Bank Holding Corp.), Metropolitan Bank Holding Corp., Cliffs Natural Resources Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Representative shall have received on and as of the Closing Date or the any Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: TimkenSteel Corp, Nevro Corp, Nevro Corp

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx from Cxxxxx LLP, counsel for the Underwriters, such opinion or opinions and 10b-5 Statement, dated such Closing Date, with respect to such matters as the Representatives Underwriters may reasonably requestrequire, and the Company shall have furnished to such counsel shall have received such documents and information as they may reasonably request to enable for enabling them to pass upon such matters.

Appears in 3 contracts

Samples: Underwriting Agreement (Aura Biosciences, Inc.), Underwriting Agreement (908 Devices Inc.), Underwriting Agreement (908 Devices Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx Fried, Frank, Harris, Xxxxxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Registration Rights Agreement (StepStone Group Inc.), StepStone Group Inc., StepStone Group Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx Ellenoff Gxxxxxxx & Xxxxxxxx Schole LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Graf Acquisition Corp. II, Graf Acquisition Corp. III, Graf Acquisition Corp. IV

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx from White & Xxxxxxxx Case LLP, counsel for the Underwriters, such opinion or opinions and 10b-5 statement, dated such Closing Date, with respect to such matters as the Representatives Underwriters may reasonably requestrequire, and the Company shall have furnished to such counsel shall have received such documents and information as they may reasonably request to enable for enabling them to pass upon such matters.

Appears in 3 contracts

Samples: Underwriting Agreement (Kura Oncology, Inc.), Underwriting Agreement (Kura Oncology, Inc.), Underwriting Agreement (Kura Oncology, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Representative shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Ropes & Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Administration Agreement (Sixth Street Specialty Lending, Inc.), Idenix Pharmaceuticals Inc, Aveo Pharmaceuticals Inc

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Representative shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx from Ellenoff Gxxxxxxx & Xxxxxxxx Schole LLP, counsel for the Underwriters, such opinion or opinions and 10b-5 Statement, dated each Closing Date, with respect to such matters as the Representatives Underwriters may reasonably requestrequire, and the Company shall have furnished to such counsel shall have received such documents and information as they may reasonably request to enable for enabling them to pass upon such matters.

Appears in 3 contracts

Samples: Underwriting Agreement (Monocle Acquisition Corp), Underwriting Agreement (Monocle Acquisition Corp), Underwriting Agreement (Monocle Acquisition Corp)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx & Xxxxxxxx LLPMintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Adverum Biotechnologies, Inc., Mersana Therapeutics, Inc., Adverum Biotechnologies, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Representative shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx & Xxxxxxxx London LLP, counsel for the Underwriters, with respect to such matters as the Representatives Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Underwriting Agreement (Frontier Investment Corp), Underwriting Agreement (Frontier Investment Corp), Underwriting Agreement (Frontier Investment Corp)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement Statement of Xxxxx Xxxx Xxxxxx & Xxxxxxxx Xxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Underwriting Agreement (Immunogen Inc), Underwriting Agreement (Immunogen Inc), Underwriting Agreement (Immunogen Inc)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx from Xxxxxxx Procter LLP, counsel for the Underwriters, such opinion or opinions and 10b-5 Statement, dated such Closing Date, with respect to such matters as the Representatives Underwriters may reasonably requestrequire, and the Company shall have furnished to such counsel shall have received such documents and information certificates as they may reasonably request to enable for enabling them to pass upon such matters.

Appears in 3 contracts

Samples: Underwriting Agreement (G1 Therapeutics, Inc.), Underwriting Agreement (G1 Therapeutics, Inc.), Underwriting Agreement (G1 Therapeutics, Inc.)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Representative shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx Weil, Gotshal & Xxxxxxxx Xxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Underwriting Agreement (ScION Tech Growth II), Underwriting Agreement (ScION Tech Growth II), ScION Tech Growth II

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Fidelity National Financial, Inc., Fidelity National Financial, Inc., Fidelity National Financial, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Option Closing Date, as the case may be, an opinion and 10b-5 statement Statement of Xxxxx Xxxx Xxxxxxx Xxxxxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Brunswick Corp, Brunswick Corp, Brunswick Corp

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Representative shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxxxxx & Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Underwriting Agreement (Act II Global Acquisition Corp.), Underwriting Agreement (Ribbit LEAP, Ltd.), Transformational CPG Acquisition Corp.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx & Xxxxxxxx LLPXxxxxx, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Underwriting Agreement (Lakeshore Acquisition I Corp.), Golden Falcon Acquisition Corp., Golden Falcon Acquisition Corp.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Representative shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Dxxxx Xxxx & Xxxxxxxx Wxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Underwriting Agreement (Silverman Acquisition Corp I), Underwriting Agreement (Consonance-HFW Acquisition Corp.), Fuelcell Energy Inc

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxx Xxxx Xxxxxx Xxxxxx & Xxxxxxxx Xxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Underwriting Agreement (Forestar Group Inc.), Ortho Clinical Diagnostics Holdings PLC, Ortho Clinical Diagnostics Holdings PLC

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement negative assurance letter, addressed to the Underwriters, of Xxxxx Skadden, Arps, Slate, Xxxxxxx & Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: BRP Group, Inc., BRP Group, Inc., BRP Group, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxxxxx & Xxxxx Xxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Underwriting Agreement (Nine Energy Service, Inc.), Nine Energy Service, Inc., Greenway Medical Technologies Inc

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Pillsbury Xxxxxxxx Xxxx & Xxxxxxxx Xxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Underwriting Agreement (Globoforce Group PLC), Ironwood Pharmaceuticals Inc, Ironwood Pharmaceuticals Inc

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx & Xxxxxxxx Lovells US LLP, counsel for the Underwriters, dated the Closing Date, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Retail Properties of America, Inc., Retail Properties of America, Inc., Retail Properties of America, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Xxxx Weil, Gotshal & Xxxxxxxx Xxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Underwriting Agreement (Teladoc, Inc.), Underwriting Agreement (Teladoc, Inc.), CBS Outdoor Americas Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement statement, addressed to the Underwriters, of Xxxxxx Xxxxxxx Xxxxx Xxxx & Xxxxxxxx Xxxxxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Trust Agreement (Foresight Acquisition Corp. II), Trust Agreement (Foresight Acquisition Corp.), Trust Agreement (Foresight Acquisition Corp. II)

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives shall have received on and as of the Closing Date or the Additional Closing Datesuch Date of Delivery, as the case may beapplicable, an opinion and 10b-5 statement of Xxxxx Xxxx Xxxxxxxx & Xxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Lock Up Agreement (Black Knight, Inc.), Fidelity National Financial, Inc., Black Knight Financial Services, Inc.

Opinion and 10b-5 Statement of Counsel for the Underwriters. The Representatives Representative shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and 10b-5 statement of Xxxxx Dxxxx Xxxx & Xxxxxxxx Wxxxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives Representative may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

Appears in 3 contracts

Samples: Underwriting Agreement (PTC Therapeutics, Inc.), Letter Agreement (Mb Financial Inc /Md), Biomimetic Therapeutics, Inc.

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