Common use of Opinion of Counsel for Company Clause in Contracts

Opinion of Counsel for Company. If requested by the Representatives, the opinion of Xxxxxx & Xxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 7 contracts

Samples: Underwriting Agreement (Houlihan Lokey, Inc.), Underwriting Agreement (Houlihan Lokey, Inc.), Underwriting Agreement (ORIX HLHZ Holding LLC)

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Opinion of Counsel for Company. If requested by the Representatives, the The favorable opinion and 10b-5 statement of Xxxxxx & Xxxxxxx LLPGxxxxxxx Mxxxxx, counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b5(c) hereof.

Appears in 7 contracts

Samples: Underwriting Agreement (Chicken Soup for the Soul Entertainment, Inc.), Underwriting Agreement (Chicken Soup for the Soul Entertainment, Inc.), Underwriting Agreement (Chicken Soup for the Soul Entertainment, Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the opinion and negative assurance letter of Xxxxxx & Xxxxxxx LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 7 contracts

Samples: Underwriting Agreement (Vaxcyte, Inc.), Underwriting Agreement (Vaxcyte, Inc.), Underwriting Agreement (Finch Therapeutics Group, Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx & Xxxxxxx LLPXxxxxx L.L.P., counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 7 contracts

Samples: Underwriting Agreement (Focus Financial Partners Inc.), Underwriting Agreement (Focus Financial Partners Inc.), Underwriting Agreement (Focus Financial Partners Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the opinion and negative assurance letter of Xxxxxx & Xxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, each dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 6 contracts

Samples: Underwriting Agreement (Ascendis Pharma a/S), Deposit Agreement (Ascendis Pharma a/S), Underwriting Agreement (Ascendis Pharma a/S)

Opinion of Counsel for Company. If requested by the Representatives, the opinion of Xxxxxx & Xxxxxxx Xxxxxxxx Chance LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 5 contracts

Samples: Underwriting Agreement (Hannon Armstrong Sustainable Infrastructure Capital, Inc.), Underwriting Agreement (Hannon Armstrong Sustainable Infrastructure Capital, Inc.), Underwriting Agreement (Hannon Armstrong Sustainable Infrastructure Capital, Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx & Xxxxxxx Procter LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 4 contracts

Samples: Underwriting Agreement (Tpi Composites, Inc), Underwriting Agreement (Tpi Composites, Inc), Underwriting Agreement (WisdomTree Investments, Inc.)

Opinion of Counsel for Company. If requested by the RepresentativesRepresentative, the favorable opinion of Xxxxxx & Xxxxxxx Lxxxxxx Xxxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 4 contracts

Samples: Underwriting Agreement (MDNA Life Sciences, Inc.), Underwriting Agreement (MDNA Life Sciences, Inc.), Underwriting Agreement (MDNA Life Sciences, Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion and negative assurance statement of Xxxxxx & Xxxxxxx Dechert LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 4 contracts

Samples: Underwriting Agreement (Garrison Capital Inc.), Underwriting Agreement (WhiteHorse Finance, Inc.), Underwriting Agreement (WhiteHorse Finance, Inc.)

Opinion of Counsel for Company. If requested by the RepresentativesRepresentative, the favorable opinion of Xxxxxx & Xxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the UnderwritersRepresentative, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 4 contracts

Samples: Underwriting Agreement (Everest Consolidator Acquisition Corp), Underwriting Agreement (Everest Consolidator Acquisition Corp), Underwriting Agreement (Mercato Partners Acquisition Corp)

Opinion of Counsel for Company. If requested by the Representatives, the opinion of Xxxxxx & Xxxxxxx Xxxxxxxx Chance US LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 4 contracts

Samples: Underwriting Agreement (Hannon Armstrong Sustainable Infrastructure Capital, Inc.), Execution (Hannon Armstrong Sustainable Infrastructure Capital, Inc.), Execution (Hannon Armstrong Sustainable Infrastructure Capital, Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the opinion and negative assurance letter of Xxxxxx Fenwick & Xxxxxxx West LLP, counsel for the Company, each in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 4 contracts

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

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion and a “negative assurances” letter of Xxxxxx & Xxxxxxx Proskauer Rose LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 4 contracts

Samples: Underwriting Agreement (RCS Capital Corp), Underwriting Agreement (Schorsch Nicholas S), Underwriting Agreement (RCS Capital Corp)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx & Xxxxxxx LLPXxxxxx L.L.P., U.S. counsel for the Company, together with the opinion of Xxxxxx & Xxxxxx R.L.L.P., United Kingdom counsel for the Company, each in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 4 contracts

Samples: Underwriting Agreement (Venator Materials PLC), Underwriting Agreement (Venator Materials PLC), Underwriting Agreement (Venator Materials PLC)

Opinion of Counsel for Company. If requested by the Representatives, the The favorable opinion of Xxxxxx & Xxxxxxx Procter LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 4 contracts

Samples: Purchase Agreement (DCT Industrial Trust Inc.), Purchase Agreement (DCT Industrial Trust Inc.), Purchase Agreement (DCT Industrial Trust Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx Hunton & Xxxxxxx Xxxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 4 contracts

Samples: Underwriting Agreement (AG Mortgage Investment Trust, Inc.), Ag Mortgage (AG Mortgage Investment Trust, Inc.), Underwriting Agreement (AG Mortgage Investment Trust, Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion and negative assurance letter of Xxxxxx Xxxxxxxx & Xxxxxxx Xxxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 4 contracts

Samples: Underwriting Agreement (Restoration Hardware Holdings Inc), Underwriting Agreement (Restoration Hardware Holdings Inc), Purchase Agreement (Restoration Hardware Holdings Inc)

Opinion of Counsel for Company. If requested by the Representatives, the opinion of Xxxxxx & Xxxxxxx LLPXxxxx Day, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b6(b) hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (YETI Holdings, Inc.), Underwriting Agreement (YETI Holdings, Inc.), Underwriting Agreement (YETI Holdings, Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the opinion of Xxxxxx & Xxxxxxx Xxxxxx Xxxxxxxxx Xxxx and Xxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (Aileron Therapeutics Inc), Underwriting Agreement (Durata Therapeutics, Inc.), Underwriting Agreement (Durata Therapeutics, Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the opinion of Xxxxxx & Xxxxxxx LLPXxxxx Day, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities ADSs to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (Cellectis S.A.), Underwriting Agreement (Cellectis S.A.), Underwriting Agreement (Cellectis S.A.)

Opinion of Counsel for Company. If requested by the Representatives, the opinion of Xxxxxx Xxxxxx, Xxxx & Xxxxxxx Xxxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 3 contracts

Samples: Agreement (Montrose Environmental Group, Inc.), Underwriting Agreement (Montrose Environmental Group, Inc.), Montrose Environmental Group, Inc.

Opinion of Counsel for Company. If requested by the Representatives, the opinion of Xxxxxx & Xxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased subscribed for on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (Prothena Corp PLC), Underwriting Agreement (Prothena Corp PLC), Underwriting Agreement (Prothena Corp PLC)

Opinion of Counsel for Company. If requested by the RepresentativesRepresentative, the favorable opinion of Xxxxxx & Xxxxxxx LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the UnderwritersRepresentative, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (Southwestern Energy Co), Underwriting Agreement (Southwestern Energy Co), Underwriting Agreement (Southwestern Energy Co)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx (i) Mxxxxxxx & Xxxxxxx Fxxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (Anzu Special Acquisition Corp I), Underwriting Agreement (Anzu Special Acquisition Corp I), Underwriting Agreement (Anzu Special Acquisition Corp I)

Opinion of Counsel for Company. If requested by the RepresentativesRepresentative, the an opinion of Xxxxxx Xxxxxxx Xxxxxxxx & Xxxxxxx LLPXxxxxx, Professional Corporation, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 3 contracts

Samples: Underwriting Agreement, Underwriting Agreement (E2open Inc), Underwriting Agreement (E2open Inc)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx & Xxxxxxx LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (Purple Innovation, Inc.), Underwriting Agreement (Purple Innovation, Inc.), Underwriting Agreement (Purple Innovation, Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the opinion opinion, and negative assurance letter, of Xxxxxx O’Melveny & Xxxxxxx Xxxxx LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion opinions and negative assurance letter required by Section 5(b) hereof.

Appears in 3 contracts

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

Opinion of Counsel for Company. If requested by the Representatives, the an opinion of Xxxxxx & Xxxxxxx Procter LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (Control4 Corp), Underwriting Agreement (Control4 Corp), Underwriting Agreement (Control4 Corp)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx Xxxxxxx Xxxx & Xxxxxxx Xxxxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (Ryerson Holding Corp), Purchase Agreement (Ryerson Holding Corp), Purchase Agreement (Cowen Group, Inc.)

Opinion of Counsel for Company. If requested by the RepresentativesUnderwriter, the favorable opinion of Xxxxxx & Xxxxxxx LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the UnderwritersUnderwriter, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (Purple Innovation, Inc.), Underwriting Agreement (Purple Innovation, Inc.), Underwriting Agreement (Purple Innovation, Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Kulik, Gottesman, Xxxxxx & Xxxxxxx Xxxxxx, LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (Kennedy-Wilson Holdings, Inc.), Underwriting Agreement (Kennedy-Wilson Holdings, Inc.), Kennedy Wilson (Kennedy-Wilson Holdings, Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Weil, Gotshal & Xxxxxx & Xxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b5(d) hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (Ross Acquisition Corp II), Underwriting Agreement (Ross Acquisition Corp II), Underwriting Agreement (Susser Holdings CORP)

Opinion of Counsel for Company. If requested by the RepresentativesRepresentative, the favorable opinion of Xxxxxx Xxxxxxxxx Xxxxx Xxxxxxx & Xxxxxxx LLPXxxxx, P.C., counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (Tandem Diabetes Care Inc), Underwriting Agreement (Tandem Diabetes Care Inc), Underwriting Agreement (Tandem Diabetes Care Inc)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx & Xxxxxxx Xxxxx and Xxxxxxxxx LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (Bloomin' Brands, Inc.), Underwriting Agreement (Bloomin' Brands, Inc.), Underwriting Agreement (Bloomin' Brands, Inc.)

Opinion of Counsel for Company. If requested by the RepresentativesThe opinion and negative assurance letter of Xxxxxxxx, the opinion of Xxxxxx Xxxx, Xxxxxxxxxx & Xxxxxxx LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the UnderwritersRepresentative, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b6(b) hereof. .

Appears in 3 contracts

Samples: Underwriting Agreement (One Stop Systems Inc), Underwriting Agreement (One Stop Systems Inc), Underwriting Agreement (One Stop Systems Inc)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx Xxxxxxx Xxxxxxxx & Xxxxxxx LLPXxxxxx, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 3 contracts

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

Opinion of Counsel for Company. If requested by the Representatives, the opinion of Xxxxxx Wachtell, Lipton, Xxxxx & Xxxxxxx LLPXxxx, counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (Netgear, Inc), Underwriting Agreement (Arlo Technologies, Inc.), Underwriting Agreement (Arlo Technologies, Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the opinion of Xxxxxx & Xxxxxxx Xxxxxxxx Chance US LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities Additional Notes to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Hannon Armstrong Sustainable Infrastructure Capital, Inc.), Underwriting Agreement (Hannon Armstrong Sustainable Infrastructure Capital, Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the The favorable opinion of Xxxxxx Brobxxx, Xxlexxx & Xxxxxxx LLPXarrxxxx XXX, counsel for the Company, in form and substance satisfactory to counsel for the U.S. Underwriters, dated such Date of Delivery, relating to the U.S. Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Purchase Agreement (Wellpoint Health Networks Inc /Ca/), Purchase Agreement (Wellpoint Health Networks Inc /Ca/)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion and negative assurance letter of Xxxxxx & Xxxxxxx LLP, counsel for the Company, each in form and substance satisfactory to counsel for the Underwriters, each dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Biomarin Pharmaceutical Inc), Underwriting Agreement (Biomarin Pharmaceutical Inc)

Opinion of Counsel for Company. If requested by the Representatives, the The favorable opinion of Xxxxxx Xxxxxxx, Phleger & Xxxxxxx Xxxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Purchase Agreement (Dura Pharmaceuticals Inc/Ca), Purchase Agreement (Dura Pharmaceuticals Inc/Ca)

Opinion of Counsel for Company. If requested by the RepresentativesRepresentative, the favorable opinion of Xxxxxx Steptoe & Xxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the UnderwritersRepresentative, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (PROOF Acquisition Corp I), Underwriting Agreement (PROOF Acquisition Corp I)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx Xxxxxxxx Xxxxx & Xxxxxxx Xxxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Nationstar Mortgage Holdings Inc.), Underwriting Agreement (Nationstar Mortgage Holdings Inc.)

Opinion of Counsel for Company. If requested by the RepresentativesRepresentative, the favorable opinion of Xxxxxx & Xxxxxxx Xxxxxx Xxxxxxxxx Xxxx and Xxxx LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the UnderwritersRepresentative, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Jackson Acquisition Co), Underwriting Agreement (Jackson Acquisition Co)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx & Xxxxxxx Xxxxx Lovells US LLP, counsel for the Company, together with the favorable opinion of Xxxxx Lovells US LLP, tax counsel for the Company, each in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion opinions required by Section 5(b) and Section 5(c) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Parkway Properties Inc), Underwriting Agreement (Parkway Properties Inc)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx & Xxxxxxx LLPXxxxx Day, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities Shares to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Maxeon Solar Technologies, Ltd.), Underwriting Agreement (Maxeon Solar Technologies, Ltd.)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx & Xxxxxxx Xxxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Bojangles', Inc.), Underwriting Agreement (Bojangles', Inc.)

Opinion of Counsel for Company. If requested by the RepresentativesRepresentative, the favorable opinion of Xxxxxx & Xxxxxxx Nxxxx Pxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Home Properties Inc), Underwriting Agreement (Home Properties Inc)

Opinion of Counsel for Company. If requested by the RepresentativesRepresentative, the favorable opinion of Xxxxxx Ropes & Xxxxxxx Xxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Healthcare Services Acquisition Corp), Underwriting Agreement (Healthcare Services Acquisition Corp)

Opinion of Counsel for Company. If requested by the Representatives, the opinion opinion(s), and negative assurance letter, of Xxxxxx & Xxxxxxx LLP, corporate and intellectual property counsel for the Company, Company in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion opinion(s) and negative assurance letter(s) required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Protagonist Therapeutics, Inc), Underwriting Agreement (Protagonist Therapeutics, Inc)

Opinion of Counsel for Company. If requested by the RepresentativesRepresentative, the favorable opinion of Xxxxxx & Xxxxxxx LLPXxxxxxxxx Traurig, P.A., counsel for the Company, in form and substance satisfactory to counsel for the UnderwritersRepresentative, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Berenson Acquisition Corp. I), Underwriting Agreement (Berenson Acquisition Corp. I)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx XxXxxxxxx Will & Xxxxxxx Xxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (AG Mortgage Investment Trust, Inc.), Underwriting Agreement (AG Mortgage Investment Trust, Inc.)

Opinion of Counsel for Company. If requested by the RepresentativesRepresentative, the favorable opinion and negative assurance statement of Xxxxxx & Xxxxxxx Dechert LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Garrison Capital Inc.), Underwriting Agreement (Garrison Capital Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the opinion of Xxxxxx & Xxxxxxx Xxxxxxxxx Xxxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Y-mAbs Therapeutics, Inc.), Underwriting Agreement (Y-mAbs Therapeutics, Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the The favorable opinion of Xxxxxx Mayer, Brown, Rxxx & Xxxxxxx Maw LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Purchase Agreement (Coinmach Service Corp), Purchase Agreement (Coinmach Service Corp)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx Ropes & Xxxxxxx Xxxx LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Milacron Holdings Corp.), Underwriting Agreement (Milacron Holdings Corp.)

Opinion of Counsel for Company. If requested by the RepresentativesRepresentative, the favorable opinion of Xxxxxx & Xxxxxxx Xxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the UnderwritersRepresentative, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Banner Acquisition Corp.), Underwriting Agreement (Banner Acquisition Corp.)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx Xxxxxxxxx & Xxxxxxx Xxxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

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

Opinion of Counsel for Company. If requested by the Representatives, the opinion of Xxxxxx & Xxxxxxx LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Dutch Bros Inc.), Underwriting Agreement (Cardlytics, Inc.)

Opinion of Counsel for Company. If requested by the RepresentativesRepresentative, the favorable opinion of Xxxxxx Xxxxx Xxxx & Xxxxxxx Xxxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Angie's List, Inc.), Underwriting Agreement (Angie's List, Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the opinion of Xxxxxx & Xxxxxxx LLPXxxxx Day, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

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

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Opinion of Counsel for Company. If requested by the Representatives, the The favorable opinion of Xxxxxx Xxxxx & Xxxxxxx LLPL.L.P., counsel for the Company, in form and substance reasonably satisfactory to counsel for the UnderwritersRepresentative, dated such Date of Delivery, relating to the Option Securities Shares to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b5(b)(i) hereof.

Appears in 2 contracts

Samples: New Plan Excel Realty Trust Inc, New Plan (New Plan Excel Realty Trust Inc)

Opinion of Counsel for Company. If requested by the RepresentativesRepresentative, the favorable opinion of Xxxxxx Ropes & Xxxxxxx Xxxx LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Milacron Holdings Corp.), Underwriting Agreement (Milacron Holdings Corp.)

Opinion of Counsel for Company. If requested by the RepresentativesRepresentative, the favorable opinion of Xxxxxx & Xxxxxxx LLPXxxxxx L.L.P., counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Kinetik Holdings Inc.), Underwriting Agreement (Kinetik Holdings Inc.)

Opinion of Counsel for Company. If requested by the RepresentativesUnderwriter, the favorable opinion of Xxxxxx & Xxxxxxx Coie LLP, counsel for the Company, in form and substance satisfactory to counsel for the UnderwritersUnderwriter, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Emeritus Corp\wa\), Underwriting Agreement (Emeritus Corp\wa\)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx & Xxxxxxx Dechert LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion opinions required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Morgan Stanley Direct Lending Fund), Underwriting Agreement (Morgan Stanley Direct Lending Fund)

Opinion of Counsel for Company. If requested by the Representatives, the The favorable opinion of Xxxxxx Xxxxxx, Xxxx & Xxxxxxx Xxxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the U.S. Underwriters, dated such Date of Delivery, relating to the U.S. Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Wellpoint Health Networks Inc /De/), Wellpoint Health Networks Inc /De/

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx & Xxxxxxx Xxxxxx Xxxxxxxxx Xxxx and Xxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Ameresco, Inc.), Underwriting Agreement (Franklin Street Properties Corp /Ma/)

Opinion of Counsel for Company. If requested by the Representatives, the opinion opinions of Xxxxxx & Xxxxxxx LLPXxxxxx L.L.P. and McAfee & Xxxx A Professional Corporation, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise collectively to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Quintana Energy Services Inc., ir.quintanaenergyservices.com

Opinion of Counsel for Company. If requested by the Representatives, the The favorable opinion of Xxxxxx Xxxxxxxx & Xxxxxxx Xxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Purchase Agreement (Otis Spunkmeyer Holdings Inc), Purchase Agreement (Prestige Brands Holdings, Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion and negative assurance letter of Xxxxxx Xxxxx & Xxxxxxx Xxxxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

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

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx & Xxxxxxx LLP, counsel for the Company, Company in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

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

Opinion of Counsel for Company. If requested by the RepresentativesRepresentative, the favorable opinion of Xxxxxx & Xxxxxx Xxxx Xxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

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

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx & Xxxxxxx LLP and Xxxxxxx LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (American Assets Trust, Inc.), American Assets Trust, Inc.

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx & Xxxxxxx Xxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

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

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx Fried, Frank, Harris, Xxxxxxx & Xxxxxxx Xxxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Shutterstock, Inc.), Purchase Agreement (Penske Automotive Group, Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx & Xxxxxxx Xxxxx Lovells US LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (BrightSpire Capital, Inc.), Underwriting Agreement (TTEC Holdings, Inc.)

Opinion of Counsel for Company. If requested by the RepresentativesRepresentative, the favorable opinion and negative assurance letter of Xxxxx Xxxxxx & Xxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 2 contracts

Samples: ALKALINE WATER Co INC, webfiles.thecse.com

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx Ropes & Xxxxxxx Xxxx LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b6(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (ATD Corp)

Opinion of Counsel for Company. If requested by the Representatives, the The favorable opinion of ------------------------------ Xxxxxx & Xxxxxxx Xxxxxxx, LLP, counsel for the Company, in form and substance satisfactory to counsel for the U.S. Underwriters, dated such Date of Delivery, relating to the U.S. Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 1 contract

Samples: Purchase Agreement (Tuesday Morning Corp/De)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx & Xxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, previously agreed upon by the Representatives and such counsel, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Janux Therapeutics, Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx Xxxxxxxxxxxx Xxxx & Xxxxxxx Xxxxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 1 contract

Samples: Kansas City Southern (Kansas City Southern)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion and negative assurance letter of Xxxxxx Xxxxxx, Xxxx & Xxxxxxx Xxxxxxxx LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Piedmont Lithium Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the written opinion and 10b-5 statement of Xxxxxx Xxxxxx, Xxxxxxxxxx & Xxxxxxx Xxxxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Central Garden & Pet Co)

Opinion of Counsel for Company. If requested by the Representatives, the The opinion of Xxxxxx & Xxxxxxx LLPLxxx Xxxxxx, P.C., counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, to the effect set forth in Exhibit A hereto, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Berkshire Hills Bancorp Inc)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion and negative assurance letter of Xxxxxx & Xxxxxxx Xxxxxxxxx Xxxxxxx, LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Bowman Consulting Group Ltd.)

Opinion of Counsel for Company. If requested by the Representatives, the opinion and negative assurance letter of Xxxxxx & Xxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased subscribed for on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Prothena Corp Public LTD Co)

Opinion of Counsel for Company. If requested by the Representatives, the opinion favorable opinions of Xxxxxx & Xxxxxxx Eversheds Xxxxxxxxxx (US) LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion opinions required by Section 5(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Runway Growth Finance Corp.)

Opinion of Counsel for Company. If requested by the Representatives, the opinion and negative assurance letter of Xxxxxx & Xxxxxxx LLP, counsel for the Company, each in form and substance reasonably satisfactory to counsel for the Underwriters, each dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Aimmune Therapeutics, Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Drinker Xxxxxx & Xxxxxxx Xxxxx LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Globus Medical Inc)

Opinion of Counsel for Company. If requested by the Representatives, the The favorable opinion of Xxxxxx Mayer, Brown, Xxxx & Xxxxxxx Maw LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 1 contract

Samples: Purchase Agreement (Appliance Warehouse of America Inc)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx Bxxxx & Xxxxxxx MxXxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Azz Inc)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Gxxxxxxxx, Dxxxxxx Xxxxxx Vxxxxxxxxx Xxxxxxxx & Xxxxxxx Hxxxxxxxx, LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Synacor, Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the an opinion and a disclosure letter of Xxxxxx Xxxxxx, Xxxx & Xxxxxxx Xxxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, each dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 1 contract

Samples: Purchase Agreement (Towers Watson & Co.)

Opinion of Counsel for Company. If requested by the Representatives, the The favorable opinion of Squire Xxxxxx & Xxxxxxx Xxxxx (US) LLP, counsel for the Company, in form and substance reasonably satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Fox Factory Holding Corp)

Opinion of Counsel for Company. If requested by the RepresentativesRepresentative, the opinion of Xxxxxx & Xxxxxxx LLPXxxxx Day, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Misonix Inc)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx & Xxxxxxx LLPcounsel for the Company and Xxxx X. Xxxxxx, General Counsel, counsel for the Company, in the form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Stifel Financial Corp)

Opinion of Counsel for Company. If requested by the RepresentativesRepresentative, the favorable opinion and negative assurance letter of Xxxxxx & Xxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Fastly, Inc.)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx & Xxxxxxx Dechert LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Garrison Capital LLC)

Opinion of Counsel for Company. If requested by the Representatives, the favorable opinion of Xxxxxx & Xxxxxxxxx Xxxxxxxx Xxxx Xxxxxxx LLP, counsel for the Company, in form and substance satisfactory to counsel for the Underwriters, dated such Date of Delivery, relating to the Option Securities to be purchased on such Date of Delivery and otherwise to the same effect as the opinion required by Section 5(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Renewable Energy Group, Inc.)

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