Common use of Opinion of Special Intellectual Property Counsel for the Company Clause in Contracts

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx Xxxxx, PL, as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and addressed to the Representative, substantially in the form of Exhibit D-II attached hereto.

Appears in 3 contracts

Samples: Underwriting Agreement (Sidus Space Inc.), Underwriting Agreement (Sidus Space Inc.), Underwriting Agreement (Sidus Space Inc.)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx XxxxxMxXxxxxxx Bxxxxxx Xxxxxxx & Bxxxxxxx LLP, PL, as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and Date, addressed to the Representative, Representative substantially in the form of Exhibit D-II E attached hereto.

Appears in 2 contracts

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

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx XxxxxKxxxxxxxxx Txxxxxxx & Sxxxxxxx LLP, PL, as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and addressed to the Representative, substantially in the form of Exhibit DE-II III attached hereto.

Appears in 2 contracts

Samples: Underwriting Agreement (BriaCell Therapeutics Corp.), Underwriting Agreement (BriaCell Therapeutics Corp.)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx XxxxxMxXxxxxxx, PLWill & Exxxx, as LLP, special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and Date, addressed to the Representative, Representative substantially in the form of Exhibit D-II E attached hereto.

Appears in 2 contracts

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

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx XxxxxXxxxxx Law Firm, PLPLLP (“Xxxxxx”), as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and Date, addressed to the Representative, Representative substantially in the form of Exhibit D-II D attached hereto.

Appears in 2 contracts

Samples: Underwriting Agreement (Kips Bay Medical, Inc.), Underwriting Agreement (Kips Bay Medical, Inc.)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx Xxxxx, PL, as special intellectual property counsel for the Companyopinion, and a written statement providing certain “10b-5” negative assurances, of Dechert LLP, special intellectual property counsel for the Company, dated the Closing Date and Date, addressed to the Representative, substantially in form and substance reasonably satisfactory to the form of Exhibit D-II attached heretoRepresentative.

Appears in 2 contracts

Samples: Underwriting Agreement (Tharimmune, Inc.), Underwriting Agreement (Hillstream BioPharma Inc.)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion opinions of Wxxxxxxx XxxxxXxxxxxxx & Xxxxxxxx LLP and Xxxxxxxx Xxxx P.C., PL, as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and Date, addressed to the Representative substantially, respectively, in form and substance reasonably satisfactory to the Representative, substantially in the form of Exhibit D-II attached hereto.

Appears in 2 contracts

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

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx Xxxxx, PLMarks & Clerk Canada, as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and addressed to the Representative, substantially in a form reasonably acceptable to the form of Exhibit D-II attached heretoRepresentative.

Appears in 1 contract

Samples: Underwriting Agreement (ENDRA Life Sciences Inc.)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing DatePxxxxxx Xxxxx & Exxxx, the Representative shall have received the opinion of Wxxxxxxx Xxxxx, PL, as LLP special intellectual property counsel for the Company for Intellectual Property matters, shall have furnished to the Representatives, at the request of the Company, and a their written statement providing certain “10b-5” negative assurancesopinion, dated the Closing Date or the Additional Closing Date, as the case may be, and addressed to the RepresentativeUnderwriters, substantially in form and substance reasonably satisfactory to the form of Exhibit D-II attached Representatives, to the effect set forth in Annex C hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Mannkind Corp)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing DateXxxxxxx Coie LLP, the Representative shall have received the opinion of Wxxxxxxx Xxxxx, PL, as special intellectual property counsel for the Company, and a shall have furnished to the Representatives, at the request of the Company, their written statement providing certain “10b-5” negative assurancesopinion, dated the Closing Date or the Additional Closing Date, as the case may be, and addressed to the RepresentativeUnderwriters, substantially in form and substance reasonably satisfactory to the form of Exhibit D-II attached Representatives, to the effect set forth in Annex B hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Omnivision Technologies Inc)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx XxxxxXxxxxx Law Firm, PLPLLP (“Xxxxxx”), as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and Date, addressed to the Representative, Representative substantially in the form of Exhibit D-II E attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Kips Bay Medical, Inc.)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx XxxxxXxxx Xxxxxxxx & Xxxxxx LLP, PL, as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and Date, addressed to the Representative, Representative substantially in the form of Exhibit D-II [__] attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Activecare, Inc.)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx XxxxxKxxxxxxxxx Txxxxxxx & Sxxxxxxx LLP, PL, as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and Date, addressed to the Representative, Representative substantially in the form of Exhibit D-II G attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (BriaCell Therapeutics Corp.)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx Xxxxx(i) Sxxxxxx X. Xxx, PLP.A., as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances(ii) Mxxxxx, Xxxxx & Bxxxxxx LLP, as special intellectual property counsel for the Company, each dated the Closing Date and addressed to the Representative, substantially in a form reasonably acceptable to the form of Exhibit D-II attached heretoRepresentative.

Appears in 1 contract

Samples: Underwriting Agreement (Heat Biologics, Inc.)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx Xxxxx, PLLxxxx Xxxxxxxx Xxxxxxxx & Sxxxx LLP, as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and addressed to the Representative, substantially in a form reasonably acceptable to the form of Exhibit D-II attached heretoRepresentative.

Appears in 1 contract

Samples: Underwriting Agreement (Oragenics Inc)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx XxxxxXxxxxx Law Firm, PLPLLP, as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and Date, addressed to the Representative, Representative substantially in the form of Exhibit D-II D attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Kips Bay Medical, Inc.)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative Representatives shall have received the opinion of Wxxxxxxx XxxxxLaw Offices of Dxxxxx X. Xxxx, PL, as PLLC special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and Date, addressed to the Representative, Representatives substantially in the form of Exhibit D-II E attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (xG TECHNOLOGY, INC.)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx Xxxxx, PL, Pxxxxxxx Oxxxxxx Xxxxxxxxxxx,as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and addressed to the Representative, substantially in a form reasonably acceptable to the form of Exhibit D-II attached heretoRepresentative.

Appears in 1 contract

Samples: Underwriting Agreement (Immuron LTD)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx XxxxxPxxxx Xxxxx Zedek Lxxxxx Bxxxxx LLP, PL, as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and Date, addressed to the Representative, Representative substantially in the form of Exhibit D-II E attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Full Spectrum Inc.)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx XxxxxXxxxx Xxxxxxxx Xxxxxxxx & Xxxxx LLP, PL, as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and Date, addressed to the Representative, Representative substantially in the form of Exhibit D-II [__] attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Lantern Pharma Inc.)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx Xxxxx, PL, as special intellectual property counsel for the Companyopinion, and a written statement providing certain “10b-5” negative assurancesassurances from Bxxxxxx PLLC, special intellectual property counsel to the Company, dated the Closing Date and addressed to the Representative, substantially in a form reasonably acceptable to the form of Exhibit D-II attached heretoRepresentative.

Appears in 1 contract

Samples: Underwriting Agreement (OMNIQ Corp.)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx Xxxxx, PL, Xxxxxxxx Xxxxxxx Xxxxxxxxxxx,as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and addressed to the Representative, substantially in a form reasonably acceptable to the form of Exhibit D-II attached heretoRepresentative.

Appears in 1 contract

Samples: Underwriting Agreement (Immuron LTD)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative Representatives shall have received the opinion of Wxxxxxxx XxxxxPxxxxxxx Oxxxxxx Xxxxxxxxxxx, PL, as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and Date, addressed to the Representative, Representatives substantially in the form of Exhibit D-II F attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Immuron LTD)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx XxxxxXxxxxx Xxxxxxx Xxxxxxxx & Xxxxxx P.C., PL, as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and Date, addressed to the Representative, Representative substantially in the form of Exhibit D-II C attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Lipocine Inc.)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx XxxxxCxxxx+Exxxxx LLP, PL, as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and Date, addressed to the Representative, substantially in the form of Exhibit D-II E attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Vitro Biopharma, Inc.)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx XxxxxXxxxxx Xxxxxx Xxxxx & Maire, PLPLLC, as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and Date, addressed to the Representative, Representative substantially in the form of Exhibit D-II D attached hereto.

Appears in 1 contract

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

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx Xxxxx, PLRxxx Xxxxx LLP, as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and addressed to the Representative, substantially in the form of Exhibit D-II attached heretoand substance reasonably satisfactory to the Representative.

Appears in 1 contract

Samples: Underwriting Agreement (ProPhase Labs, Inc.)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx XxxxxPhxxxxxx Xrxxxxx Xxxxxxxxxxx, PL, as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and Date, addressed to the Representative, Representative substantially in the form of Exhibit D-II F attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Immuron LTD)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx Xxxxx, PL[●], as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and addressed to the Representative, substantially each in a form and substance reasonably satisfactory to the form of Exhibit D-II attached heretoRepresentative.]

Appears in 1 contract

Samples: Underwriting Agreement (Celularity Inc)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion opinions of Wxxxxxxx Xxxxx, PLDxxxx Xxxxxx LLP and Davidson Kxxxxx LLC, as special intellectual property counsel counsels for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and addressed to the Representative, substantially in the form of Exhibit D-II attached heretoand substance reasonably satisfactory to the Representative.

Appears in 1 contract

Samples: Underwriting Agreement (Annovis Bio, Inc.)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx Xxxxx, PL, Fxxx & Rxxxxxxxxx P.C. as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and addressed to the Representative, substantially in a form customary for offerings of this type and acceptable to the form of Exhibit D-II attached heretoRepresentative.

Appears in 1 contract

Samples: Underwriting Agreement (Seelos Therapeutics, Inc.)

Opinion of Special Intellectual Property Counsel for the Company. On the Closing Date, the Representative shall have received the opinion of Wxxxxxxx XxxxxXxxxxx Law Firm, PLPLLP (“Xxxxxx”), as special intellectual property counsel for the Company, and a written statement providing certain “10b-5” negative assurances, dated the Closing Date and Date, addressed to the Representative, Representative substantially in the form of Exhibit D-II __ attached hereto.

Appears in 1 contract

Samples: Underwriting Agreement (Kips Bay Medical, Inc.)