Notice; Choice of Attorney Sample Clauses

Notice; Choice of Attorney. A Party that intends to claim -------------------------- indemnification under this Section 9 (the "Indemnitee") will promptly notify the other Party (the "Indemnitor") of any Liability in respect of which the Indemnitee intends to claim indemnification. The Indemnitor, after it determines that indemnification is required of it, will assume the defense and settlement thereof with counsel of its choice, reasonably satisfactory to the other Party. But, an Indemnitee will have the right to retain its own counsel, with the fees and expenses to be paid by the Indemnitor if Indemnitor does not assume the defense; or, if representation of such Indemnitee by the counsel retained by the Indemnitor would be inappropriate due to actual or potential differing interests between such Indemnitee and any other Party represented by counsel. The Indemnitee's failure to deliver notice to the Indemnitor within a reasonable time after the commencement of any such action, if prejudicial to Indemnitor's ability to defend the action, will relieve the Indemnitor of any liability to the Indemnitee under this Section 9, but the omission to deliver notice to the Indemnitor will not relieve it of any liability that it may have to any Indemnitee otherwise than under this Section 9.
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Notice; Choice of Attorney. A Party that intends to claim indemnification under this Section 9 (the "Indemnitee") will promptly notify the other Party (the "Indemnitor") of any loss, claim, damage, liability or action in respect of which the Indemnitee intends to claim such indemnification, and the Indemnitor, after it determines that indemnification is required of it, will assume the defense thereof with counsel mutually satisfactory to the Parties; provided, however, that an Indemnitee
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Notice; Choice of Attorney. A Party that intends to claim indemnification under this Section 8 (the "Indemnitee") will promptly notify the other Party (the "Indemnitor") of any loss, claim, damage, liability or action in respect of which the Indemnitee intends to claim such indemnification, and the Indemnitor, after it determines that indemnification is required of it, will assume the defense thereof with counsel mutually satisfactory to the Parties; provided, however, that an Indemnitee will have the right to retain its own counsel, with the fees and expenses to be paid by the Indemnitor if Indemnitor does not assume the defense; or, if representation of such Indemnitee by the counsel retained by the Indemnitor would be
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Related to Notice; Choice of Attorney

  • Appointment of Attorney The Obligor hereby irrevocably constitutes and appoints the Security Agent (and any officer of the Security Agent) the true and lawful attorney of the Obligor. As the attorney of the Obligor, the Security Agent has the power to exercise for and in the name of the Obligor with full power of substitution, upon the occurrence and during the continuance of an Event of Default, any of the Obligor’s right (including the right of disposal), title and interest in and to the Collateral including the execution, endorsement, delivery and transfer of the Collateral to the Security Agent, its nominees or transferees, and the Security Agent and its nominees or transferees are hereby empowered to exercise all rights and powers and to perform all acts of ownership with respect to the Collateral to the same extent as the Obligor might do. This power of attorney is irrevocable, is coupled with an interest, has been given for valuable consideration (the receipt and adequacy of which is acknowledged) and survives, and does not terminate upon, the bankruptcy, dissolution, winding up or insolvency of the Obligor. This power of attorney extends to and is binding upon the Obligor’s successors and permitted assigns. The Obligor authorizes the Security Agent to delegate in writing to another Person any power and authority of the Security Agent under this power of attorney as may be necessary or desirable in the opinion of the Security Agent, and to revoke or suspend such delegation.

  • Warrant of Attorney The undersigned Guarantors, and each of them, hereby authorize any attorney at law to appear in any court of record in any county in the State of Ohio, or elsewhere, where any of the Guarantors resides, signed this Guaranty, or can be found, after the obligation evidenced hereby, or any part thereof, becomes due and is unpaid, and to waive the issuance and service of process and to confess judgment against any or all of the Guarantors in favor of the holder of this Guaranty for the amount then appearing due, together with interest, late charges and the costs of suit, including collection costs and attorneys’ fees and the like as provided for in this Guaranty, and thereupon to release all errors in said proceedings and judgments and to waive all right of appeal and stay of execution; but no judgment or judgments against less than all of the Guarantors shall be a bar to any subsequent judgment against those Guarantors against whom judgment has not been taken, this being a joint and several warrant of attorney to confess judgment. WITNESS the due execution hereof of this Amended and Restated Subsidiaries Guaranty as a document under seal, as of the date first written above with the intent to be legally bound hereby. WARNING—BY SIGNING THIS PAPER YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL. IF YOU D0 NOT PAY ON TIME, A COURT JUDGMENT MAY BE TAKEN AGAINST YOU WITHOUT YOUR PRIOR KNOWLEDGE, AND THE POWERS OF A COURT CAN BE USED TO COLLECT FROM YOU REGARDLESS OF ANY CLAIMS YOU MAY HAVE AGAINST THE CREDITOR, WHETHER FOR RETURNED GOODS, FAULTY GOODS, FAILI1RE ON H1S PART TO COMPLY WITH THE AGREEMENT, OR ANY OTHER CAUSE. ATTEST: INTERFORM CORPORATION /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: U.S. TAG & TICKET COMPANY, INC. /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx(SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: THE CXXXXXX PRINTING COMPANY,INC. /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx(SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer WITNESS the due execution hereof of this Amended and Restated Subsidiaries Guaranty as a document under seal, as of the date first written above, with the intent to be legally bound hereby. WARNING—BY SIGNING THIS PAPER YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL. IF YOU DO NOT PAY ON TIME, A COURT JUDGMENT MAY BE TAKEN AGAINST YOU WITHOUT YOUR PRIOR KNOWLEDGE, AND THE POWERS OF A COURT CAN BE USED TO COLLECT FROM YOU REGARDLESS OF ANY CLAIMS YOU MAY HAVE AGAINST THE CREDITOR, WHETHER FOR RETURNED GOODS, FAULTY GOODS, FAILURE ON HIS PART TO COMPLY WITH THE AGREEMENT, OR ANY OTHER CAUSE. ATTEST: STATIONERS, INC. /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: DONIHE GRAPHICS, INC. /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx(SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: THE MXXXXX COMPANY /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx(SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title Vice President& Chief Financial Officer. WITNESS the due execution hereof of this Amended and Restated Subsidiaries Guaranty as a document under seal, as of the date first written above, with the intent to be legally bound hereby. WARNING—BY SIGNING THIS PAPER YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL. IF YOU DO NOT PAY ON TIME, A COURT JUDGMENT MAY BE TAKEN AGAINST YOU WITHOUT YOUR PRIOR KNOWLEDGE, AND THE POWERS OF A COURT CAN BE USED TO COLLLCT FROM YOU REGARDLESS OF ANY CLAIMS YOU MAY HAVE AGAINST THE CREDITOR, WHETHER FOR RETURNED GOODS, FAULTY GOODS, FAILURE ON HIS PART TO COMPLY WITH THE AGREEMENT, OR ANY OTHER CAUSE. ATTEST: BXXXXXX PRINTING, INC. /s/Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: SXXXX & BXXXXXXXXXX CO., INC. /s/Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: DALLAS PRINTING COMPANY, INC. /s/Txxxx X. Xxxxxx By:/s/ Txxx X. Xxx(SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer WITNESS the due execution hereof of this Amended and Restated Subsidiaries Guaranty as a document under seal, as of the date first written above, with the intent to be legally bound hereby. WARNING—BY SIGNING THIS PAPER YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL. IF YOU DO NOT PAY ON TIME, A COURT JUDGMENT MAY BE TAKEN AGAINST YOU WITHOUT YOUR PRIOR KNOWLEDGE, AND THE POWERS OF A COURT CAN BE USED TO COLLECT FROM YOU REGARULESS OF ANY CLAIMS YOU MAY HAVE AGAINST THE CREDITOR, WHETHER FOR RETURNED GOODS, FAULTY GOODS, FAILURE ON HIS PART TO COMPLY WITH THE AGREEMENT, OR ANY OTIIER CAUSE. ATTEST: STATIONERS, INC. /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: DONIHE GRAPHICS, INC. /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx(SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: THE MXXXXX COMPANY /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer WITNESS the due execution hereof of this Amended and Restated Subsidiaries Guaranty as a document under seal, as of the date first written above with the intent to be legally bound hereby. WARNING—BY SIGNING THIS PAPER YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL. IF YOU DO NOT PAY ON TIME, A COURT JUDGMENT MAY BE TAKEN AGAINST YOU WITHOUT YOUR PRIOR KNOWLEDGE, AND THE POWERS OF A COURT CAN BE USED TO COLLECT FROM YOU REGARDLESS OF ANY CLAIMS YOU MAY HAVE AGAINST THE CREDITOR, WHETHER FOR RETURNED GOODS, FAULTY GOODS, FAILURE ON HIS PART TO COMPLY WITH THE AGREEMENT, OR ANY OTHER CAUSE. ATTEST: CAROLINA CUT SHEETS. INC. /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: CHMP LEASING, INC. /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: BLUE RIDGE PRINTING COMPANY, INC. /s/ Txxxx X. AdkinsBy: /s/ Txxx X. Xxx Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer WITNESS the due execution hereof of this Amended and Restated Subsidiaries Guaranty as a document under seal, as of the date first written above with the intent to be legally bound hereby. WARNING—BY SIGNING THIS PAPER YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL. IF YOU DO NOT PAY ON TIME, A COURT JUDGEMENT MAY BE TAKEN AGAINST YOU WITHOUT YOUR PRIOR KNOWLEDGE, AND THE POWERS OF A COURT CAN BE USED TO COLLECT FROM YOU REGARDLESS OF ANY CLAIMS YOU MAY HAVE AGAINST THE CREDITOR, WHETHER FOR RETURNED GOODS, FAULTY GOODS, FAILURE ON HIS PART TO COMPLY WITH THE AGREEMENT, OR ANY OTHER CAUSE. ATTEST: ROSE CITY PRESS /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: CAPITOL BUSINESS EQUIPMENT, INC. /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx (SEAL) Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: TXXXXXXX’X OF MORGANTOWN, INC. /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer WITNESS the due execution hereof of this Amended and Restated Subsidiaries Guaranty as a document under seal, as of the date first written above with the intent to be legally bound hereby. WARNING—BY SIGNING THIS PAPER YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL. IF YOU DO NOT PAY ON TIME, A COURT JUDGMENT MAY BE TAKEN AGAINST YOU WITHOUT YOUR PRIOR KNOWLEDGE, AND THE POWERS OF A COURT CAN BE USED TO COLLECT FROM YOU REGARDLESS OF ANY CLAIMS YOU MAY HAVE AGAINST THE CREDITOR, WHETHER FOR RETURNED GOODS, FAULTY GOODS, FAILURE ON HIS PART TO COMPLY WITH THE AGREEMENT, OR ANY OTHER CAUSE. ATTEST: DIEZ BUSINESS MACHINES, INC. /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: TRANSDATA SYSTEMS, INC, /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: INDEPENDENT PRINTING SERVICE, INC. /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer Schedule 12 Schedule of Addresses for Notices to Guarantors All notices to any Guarantor shall be sent to the following address: c/o Champion Industries, Inc. P.O. Box 2968 Kxxx Industrial Pxxx Xxxxxxxxxx Xxxx Xxxxx 0 Xxxxxxxxxx, Xxxx Xxxxxxxx 00000 Attn: Txxx X. Xxx Vice President & Chief Financial Officer Telephone: (000) 000-0000 Facsimile: (000) 000-0000

  • Powers of Attorney There are no outstanding powers of attorney executed on behalf of the Company.

  • Powers of Attorney, etc The Fund will promptly execute and deliver, upon request, such proxies, powers of attorney or other instruments as may be necessary or desirable for the Custodian to provide, or to cause any Subcustodian to provide, custody services.

  • Notice Irrevocable Any Notice of Borrowing (or telephonic notice in lieu thereof) made pursuant to Section 2.2(b) shall be irrevocable and the Borrower shall be bound to borrow the funds requested therein in accordance therewith.

  • Notice of Immunity Employee understands that nothing in this Agreement is intended to prohibit Employee from disclosing information, including Proprietary Information, which is permitted to be disclosed by the Federal Defend Trade Secrets Act, which provides that an individual may not be held criminally or civilly liable under any federal or state trade secret law for disclosure of a trade secret (a) made in confidence to a government official, either directly or indirectly, or to an attorney, solely for the purpose of reporting or investigating a suspected violation of law or (b) in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. In addition, Employee understands that if Employee files a lawsuit against the Company for retaliation based on the reporting of a suspected violation of law, Employee may disclose a trade secret to Employee’s attorney and use the trade secret information in the court proceeding, so long as any document containing the trade secret is filed under seal and the trade secret is not disclosed except pursuant to court order. To the extent Employee suspects a violation of the law, Employee should report their suspicion to an officer of the Company or in accordance with relevant the Company policies.

  • No Powers of Attorney The Company has no powers of attorney or similar authorizations outstanding.

  • Appointment of Attorney-in-Fact Each Credit Party hereby constitutes and appoints Lender as its attorney-in-fact with full authority in the place and stead of such Credit Party and in the name of such Credit Party, Lender or otherwise, from time to time in Lender’s discretion while an Event of Default is continuing to take any action and to execute any instrument that Lender may deem necessary or advisable to accomplish the purposes of this Agreement, including: (a) to ask, demand, collect, xxx for, recover, compound, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral; (b) to adjust, settle or compromise the amount or payment of any Account, or release wholly or partly any customer or obligor thereunder or allow any credit or discount thereon; (c) to receive, endorse, and collect any drafts or other instruments, documents and chattel paper, in connection with clause (a) above; (d) to file any claims or take any action or institute any proceedings that Lender may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of Lender with respect to any of the Collateral; and (e) to sign and endorse any invoices, freight or express bills, bills of lading, storage or warehouse receipts, assignments, verifications and notices in connection with Accounts and other documents relating to the Collateral. The appointment of Lender as each Credit Party’s attorney and Lender’s rights and powers are coupled with an interest and are irrevocable until payment in full and complete performance of all of the Obligations.

  • NOTICE OF FINAL AGREEMENT THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT AMONG THE PARTIES RELATING TO THE SUBJECT MATTER HEREOF AND THEREOF AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS AMONG THE PARTIES.

  • Notice of Liens Seller shall notify HARC promptly after becoming aware of any Lien on any Receivable or any Other Conveyed Property other than the conveyances hereunder.

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