ADVISED BY COUNSEL Sample Clauses

ADVISED BY COUNSEL. The Obligors each acknowledge that (i) they have been advised by counsel in the preparation, negotiation, execution and delivery of this Agreement; (ii) they have made an independent decision to enter into this Agreement without reliance on any representation, warranty, covenants or undertaking by the Lender, (iii) the Lender has no fiduciary obligation toward any of the Obligors with respect to this Agreement or the other Amended Loan Documents, (iv) the relationship between the Obligors and the Lender pursuant to this Agreement and the other Amended Loan Documents is and shall be solely that of debtor and creditor, respective; and (v) each of the Obligors understands the meaning and legal effect of this Agreement.
Sample 1Sample 2
AutoNDA by SimpleDocs
ADVISED BY COUNSEL. Borrower acknowledges that (i) it has been advised by counsel in the negotiation, execution and delivery of this Amendment, (ii) it has made an independent decision to enter into this Amendment without reliance on any representation, warranty, covenant or undertaking by Agent or Lenders, (iii) Lenders have no fiduciary obligation toward Borrower with respect to this Amendment or the Loan Documents, (iv) the relationship between Borrower and Lenders pursuant to this Amendment and the Loan Documents is and shall be solely that of debtor and creditors, respectively, and (v) it understands the meaning and legal effect of this Amendment.
Sample 1
ADVISED BY COUNSEL. Borrower acknowledges that (i) it has been advised ------------------- by counsel in the negotiation, execution and delivery of this Second Amendment, (ii) it has made an independent decision to enter into this Second Amendment without reliance on any representation, warranty, covenant or undertaking by Agent or Lenders, (iii) Lenders have no fiduciary obligation toward Borrower with respect to this Second Amendment or the Existing Loan Documents, (iv) the relationship between Borrower and Lenders pursuant to this Second Amendment and the Existing Loan Documents is and shall be solely that of debtor and creditors, respectively, and (v) it understands the meaning and legal effect of this Second Amendment.
Sample 1
ADVISED BY COUNSEL. The Purchasers acknowledge that (i) they have been advised by counsel in the negotiation, execution and delivery of this Agreement, (ii) they have made an independent decision to enter into this Agreement without reliance on any representation, warranty, covenant or undertaking by Websxxx Xxxk, (iii) Websxxx Xxxk has no fiduciary obligation toward the Purchasers with respect to this Agreement or the other Loan Documents, (iv) the relationship between the Purchasers and Websxxx Xxxk pursuant to this Agreement and the other Loan Documents is and shall be solely that of debtor and creditor, respectively; and (v) each understands the meaning and legal effect of this Agreement.
Sample 1

Related to ADVISED BY COUNSEL

  • Review by Counsel The parties acknowledge that each party and its counsel have reviewed and approved this Agreement, and the parties hereby agree that the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or any amendments or exhibits hereto.

  • Reviewed by Attorneys Each Obligor represents and warrants to the Lenders that it (a) understands fully the terms of this Agreement and the consequences of the execution and delivery of this Agreement, (b) has been afforded an opportunity to have this Agreement reviewed by, and to discuss this Agreement and any documents executed in connection herewith with, such attorneys and other persons as Obligors may wish, and (c) has entered into this Agreement and executed and delivered all documents in connection herewith of its own free will and accord and without threat, duress or other coercion of any kind. The parties hereto acknowledge and agree that neither this Agreement nor the other documents executed pursuant hereto shall be construed more favorably in favor of one than the other based upon which party drafted the same, it being acknowledged that all parties hereto contributed substantially to the negotiation and preparation of this Agreement and the other documents executed pursuant hereto or in connection herewith.

  • Representation by Counsel Each Party hereby represents that it has had the opportunity to be represented by legal counsel of its choice in connection with the negotiation and execution of this Agreement.

  • Advice of Legal Counsel Each party acknowledges and represents that, in executing this Agreement, it has had the opportunity to seek advice as to its legal rights from legal counsel and that the person signing on its behalf has read and understood all of the terms and provisions of this Agreement. This Agreement shall not be construed against any party by reason of the drafting or preparation thereof.

  • Representation by Legal Counsel Each Party hereto represents that it has been represented by legal counsel in connection with this Agreement and acknowledges that it has participated in the drafting hereof. In interpreting and applying the terms and provisions of this Agreement, the Parties agree that no presumption shall exist or be implied against the Party which drafted such terms and provisions.

  • Company Counsel Legal Opinion Xxxxx shall have received the opinions of Company Counsel required to be delivered pursuant to Section 7(n) on or before the date on which such delivery of such opinion is required pursuant to Section 7(n).

  • Legal Counsel Subject to Section 5 hereof, the Required Holders shall have the right to select one legal counsel to review and oversee any registration pursuant to this Section 2 (“Legal Counsel”), which shall be Xxxxxxx Xxxx & Xxxxx LLP or such other counsel as thereafter designated by the Required Holders. The Company and Legal Counsel shall reasonably cooperate with each other in performing the Company’s obligations under this Agreement.

  • Company Counsel Legal Opinions The Agent shall have received the opinions and negative assurance letters, as applicable, of Company Counsel and Intellectual Property Counsel required to be delivered pursuant to Section 7(n) and Section 7(o), as applicable, on or before the date on which such delivery of such opinions and negative assurance letters are required pursuant to Section 7(n) and Section 7(o), as applicable.

  • Advice of Counsel If PFPC shall be in doubt as to any question of law pertaining to any action it should or should not take, PFPC may request advice at its own cost from such counsel of its own choosing (who may be counsel for the Fund, the Fund's investment adviser or PFPC, at the option of PFPC).

  • Independent Legal Counsel an attorney or firm of attorneys, selected in accordance with the provisions of Section 3, who shall not have otherwise performed services for the Company or Indemnitee within the last five years (other than with respect to matters concerning the rights of Indemnitee under this Agreement, or of other indemnitees under similar indemnity agreements).

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!