EX-5.1 2 tm222154d1_ex5-1.htm EXHIBIT 5.1

 

Exhibit 5.1

 

  MAILANDER LAW OFFICE, INC.  
  ATTORNEYS AT LAW  
  4811 49th Street • San Diego, CA 92115  
     
TAD MAILANDER   TELEPHONE: 619-239-9034
Attorney/Principal   tad@mailanderlaw.net
     
JANUARY 6, 2022    

 

Board of Directors

Mr. Matthew Wolfson

ELECTROMEDICAL TECHNOLOGIES, INC.

16561 N 92nd Street Ste. 101

Scottsdale AZ 85260

 

Dear Mr. Wolfson:

 

We have acted as counsel to Electromedical Technologies, Inc., a Delaware corporation (the “Company”) in connection with the Registration Statement on Form S-1/A (the “Registration Statement “) filed by the Company with the Securities and Exchange Commission (the “Commission”) under the Securities Act of 1933, as amended (the “Securities Act”), for the registration of the resale of up to 21,265,393 shares of Common Stock, par value $0.00001 per share (“Shares”) issuable to White Lion Capital, LLC (“White Lion”), pursuant to a “Purchase Notice” under an executed and binding Common Stock Purchase Agreement (the “Common Stock Purchase Agreement”), dated November 10, 2021. The Common Stock Purchase Agreement permits the Company to issue Purchase Notices to White Lion for up to five million dollars ($5,000,000) in shares of the Company’s common stock for a period commencing on the execution date and ending on the earlier of (i) the date on which White Lion shall have purchased a number of Purchase Notice Shares pursuant to this Agreement equal to five million dollars ($5,000,000) or (ii) December 31, 2022. White Lion may sell all or a portion of the shares being offered pursuant to the Registration Statement at prevailing market prices at the time of sale, at varying prices, or negotiated prices. This opinion letter is being furnished to you in accordance with the requirements of Item 601(b)(5) of Regulation S-K.

 

In connection with this opinion letter, we have examined such certificates, documents and records and have made such examination of law as we have deemed appropriate in order to enable us to render the opinion set forth herein. In conducting such investigation, we have relied, without independent verification, on certificates of officers of the Company, public officials, and other appropriate persons.

 

Based upon and relying solely upon the foregoing, we are of the opinion that the Shares have been duly authorized, and when sold pursuant to the terms described in the Registration Statement, will be legally issued, fully paid and non-assessable.

 

We assume no obligation to supplement this opinion if any applicable law changes after the date hereof or if we become aware of any fact that might change the opinion expressed herein after the date hereof.

 

This opinion letter is limited to the application of the laws of the State of Delaware and the federal laws of the United States, and we express no opinion as to the laws of any other jurisdictions. Our opinions and statements expressed herein are limited to those matters expressly set forth herein, and no opinion may be implied or inferred beyond the matters expressly stated herein.

 

We hereby consent to the use of this opinion as an exhibit to the Registration Statement, to the use of our name as your counsel and to all references made to us in the Registration Statement and in the Prospectus forming a part thereof. In giving this consent, we do not hereby admit that we are in the category of persons whose consent is required under Section 7 of the Act, or the rules and regulations promulgated thereunder.

 

Very truly yours,  
   
/s/ Tad Mailander  
Mailander Law Office, Inc.