Attorneys and Accountants. The attorneys and accountants for the Company shall be selected by the Manager and approved by the Members, provided that (a) the Manager may engage local counsel as necessary in connection with the business of the Company without the approval of the Members provided such counsel's fees and the other terms and conditions of its engagement are comparable to those of other law firms providing similar services in such local area and no Member has previously notified the Manager that such law firm is unacceptable and (b) the accounting firm shall be among the five (5) largest accounting firms in the United States when chosen and shall provide accounting services at market cost.
Attorneys and Accountants. The Partners shall agree upon a law firm and an accounting firm to represent the Joint Venture. Individual Partner legal and accounting matters shall not be paid for by the Joint Venture.
Attorneys and Accountants. In the exercise of their rights under this Credit Agreement, the Note, or the other Loan Documents, the Bank may retain, consult with, and otherwise utilize the services of counsel and of accountants. Whenever attorneys or accountants are used by the Bank in the exercise of any of its remedies under this Credit Agreement, the Note, or the other Loan Documents, or otherwise, including collection or enforcement of this Credit Agreement, the Note, or the other Loan Documents, or to enforce, defend, declare, or adjudicate any of the Bank's rights under any of such instruments and documents or in any of the Collateral, whether by suit, negotiation, or otherwise, such reasonable attorneys' and accountants' fees as are incurred by the Bank in connection therewith shall be payable by the Company to the fullest extent allowed by law provided that an Event of Default has occurred hereunder or it is otherwise determined that the Company is liable to the Bank hereunder or under the other Loan Documents.
Attorneys and Accountants. Fees -------------------------------- The Company shall pay to the Executive all legal and accounting expenses and fees incurred by Executive in seeking to obtain or enforce any right or benefit provided by this Agreement after a Change in Control of the Company or in connection with any tax audit or proceeding to the extent attributable to the application of Section 4999 of the Code to any payment or benefit under this Agreement, without regard to whether the Executive prevails in obtaining or enforcing such right or benefit. The Company shall pay to the Executive any expenses and fees incurred in any such proceeding promptly after receipt by the Company of a written notice by the Executive that he has incurred such fees or expenses. EXECUTED by the parties this 30th day of December, 1996.
Attorneys and Accountants. The Recipient may permit its attorneys and accountants to view the Owner’s Proprietary Information, provided that they are under legal or professional duties to maintain the information’s confidentiality, and only for purposes of advising the Recipient regarding its legal rights and duties.
Attorneys and Accountants. The initial accountants for the Partnership shall be Xxxxx Xxxxxxxx LLP, and so long as Federal GP or any Approved Federal Party is the Managing General Partner, the accountants may be replaced by the Managing General Partner only with the prior written approval of the Other General Partner, and provided that, except as otherwise provided in this sentence above, the accounting firm for the Partnership must be among the four (4) largest accounting firms in the United States when chosen and must provide accounting services at market rates. The attorneys for the Partnership may be selected by the Managing General Partner, but so long as Federal GP or any Approved Federal Party is the Managing General Partner, the Other General Partner must first approve, in writing, any attorneys retained in connection with (a) any Significant Litigation, (b) any advice, matter or dispute involving the Partnership and/or any SP Subsidiary and relating to the Employee Retirement Income Security Act of 1974, as amended, or (c) any advice, matter or dispute relating to actual or alleged “unrelated business taxable income” (as defined in the Code) of the Partnership or any SP Subsidiary. The Partners specifically acknowledge and agree that Mayer, Brown, Xxxx & Maw LLP (“MBR&M”) and/or Xxxx Xxxxxxx LLP (“Xxxx Xxxxxxx”) shall be permitted to render legal advice and to provide legal services to the Partnership from time to time, and each Partner covenants and agrees that such representation of the Partnership by MBR&M and/or Xxxx Xxxxxxx shall not alone (i) result in the existence of an attorney/client relationship between MBR&M, on the one hand, and the Federal Partners (and/or their Affiliates), on the other hand; (ii) result in the existence of an attorney/client relationship between Xxxx Xxxxxxx, on the one hand, and the Fund Partners or Advisor (and/or their Affiliates), on the other hand; and/or (iii) disqualify MBR&M and/or Xxxx Xxxxxxx from providing legal advice and legal services as set forth in Section 12.17(a) and 12.17(b) of this Agreement at any time in the future.
Attorneys and Accountants. Fees -------------------------------- The Company shall pay to the Executive all legal and accounting expenses and fees incurred by Executive in seeking to obtain or enforce any right or benefit provided by this Agreement after a Change in Control of the Company or in connection with any tax audit or proceeding to the extent attributable to the application of Section 4999 of the Code to any payment or benefit under this Agreement, without regard to whether the Executive prevails in obtaining or ANNEX "A" September 22, 1998 enforcing such right or benefit. The Company shall pay to the Executive any expenses and fees incurred in any such proceeding promptly after receipt by the Company of a written notice by the Executive that he has incurred such fees or expenses. EXECUTED by the parties this 30th day of October, 1998. XXXXXX X. XXXXX XXXXXX CO. "Executive" "Company" By /s/ Xxxxxx X. Xxxxx By /s/ X. Xxxxxxxxx Xxxxxxxx ------------------- ------------------------- Chairman of the Board and Chief Executive Officer By /s/ Xxxx Xxxxxxxx --------------------------- Secretary
Attorneys and Accountants. The attorneys and accountants for the Partnership shall be selected by the Managing General Partner and approved by the Fund GP, provided that (a) the Managing General Partner may engage local counsel as necessary in connection with the business of the Partnership without the approval of the Fund GP provided such counsel's fees and the other terms and conditions of its engagement are comparable to those of other law firms providing similar services in such local area and the Fund GP has not previously notified the Managing General Partner that such law firm is unacceptable and (b) the accounting firm shall be among the four (4) largest accounting firms in the United States when chosen and shall provide accounting services at market cost.
Attorneys and Accountants. Each of Seller and Purchaser shall pay their own costs of the transaction, including attorneys and accountants, except Purchaser shall pay for the costs of its "due diligence" including reimbursement of fees and disbursements incurred by Feldman Radin & Co.
Attorneys and Accountants. The attorneys for the Company shall be appointed by the Managers. The Certified Public Accountants shall be recommended by the Managers and approved by the Board of Governors. Any certified public accountants engaged by the Managers to audit the Company's annual financial statements shall be "independent," as that term is defined under generally accepted accounting principles. The Managers, in their discretion, may cause the Company to engage an accounting firm that also audits the annual financial statements of any Affiliate of either of its Managers.
