PAE Counsel Sample Clauses

PAE Counsel. The PAE may retain counsel or use staff counsel to advise the PAE regarding its rights and obligations under the Agreement. The PAE shall bear its own expenses incurred in connection with any such legal services. Legal fees incurred by the PAE and its Subcontractors in carrying out its duties hereunder shall be the responsibility of the PAE as provided in the Guide and shall not be reimbursed by the Secretary, unless deemed to be a reimbursable legal document review expense or legal research expense pursuant to Section 9.2.3 above or a litigation related expense pursuant to Section 12.2 below or a non-public information review expense pursuant to Section 14.2 below. However, subject to the Director’s prior written approval, the PAE may be reimbursed for reasonable legal fees associated with the settlement of threatened litigation or penalty assessments that the Director and HUD deem to be valid and imminent. Legal interpretations of the M2M Program’s statutory authority and the Regulations published in the Federal Register shall be made only by HUD Counsel after reasonable consideration of the PAE’s position.
Sample 1
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Related to PAE Counsel

  • Counsel The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.

  • Defendant’s Counsel The Administrator’s decision is final. You can’t appeal or otherwise challenge its final decision.

  • 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.

  • Guidance Counselors One (1) period of counseling for each eighty (80) students.* **

  • RECOMMENDATION OF LEGAL AND TAX COUNSEL By signing this document, Xxxxx acknowledges that Xxxxxx has 210 advised that this document has important legal consequences and has recommended consultation with legal and tax or other counsel 211 before signing this Buyer Listing Contract.

  • Class Counsel Fees include the fees, disbursements, costs, interest, GST or HST (as the case may be) and other applicable taxes or charges thereon, including any amounts payable by Class Counsel or the Settlement Class Members to any other body or Person as a result of the Settlement Agreement, including the Fonds d’aide aux actions collectives in Québec.

  • Counselors A. Newly ordered file cabinets for Counselors will have locks. No Counselors shall be held accountable, unless through their own negligence, for the loss of school records unless there is a secure place for storage.

  • Independent Counsel If the determination of entitlement to indemnification or advancement of Expenses is to be made by Independent Counsel, the Board of Trustees shall select the Independent Counsel, and the Secretary of the Fund shall give written notice to the Board Member advising the Board Member of the identity of the Independent Counsel selected. The Board Member may, within five days after receipt of such written notice, deliver to the Secretary of the Fund a written objection to such selection. Such objection may be asserted only on the ground that the Independent Counsel so selected does not meet the requirement of independence set forth in Section 4, and shall set forth with particularity the factual basis of such assertion. Upon such objection, the Board of Trustees, acting in conformity with applicable federal and Delaware law, shall select another Independent Counsel. If within fourteen days after submission by the Board Member of a written request for indemnification or advancement of Expenses no such Independent Counsel shall have been selected without objection, then either the Board or the Board Member may petition the Chancery Court of the State of Delaware or any other court of competent jurisdiction for resolution of any objection that shall have been made to the selection of Independent Counsel and/or for the appointment as Independent Counsel of a person selected by the court or by such other person as the court shall designate, and the person with respect to whom an objection is favorably resolved or the person so appointed shall act as Independent Counsel. The Fund shall pay all reasonable fees and Expenses charged or incurred by Independent Counsel in connection with his or her determinations pursuant to this Agreement, and shall pay all reasonable fees and Expenses incident to the procedures described in this paragraph, regardless of the manner in which such Independent Counsel was selected or appointed.

  • 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.

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

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