Reliance on Counsel. The Warrant Agent may consult at any time with legal counsel satisfactory to it (who may be counsel for the Company) and the Warrant Agent shall incur no liability or responsibility to the Company or to any Holder in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the opinion or the advice of such counsel provided that such counsel shall have been selected with due care.
Appears in 10 contracts
Samples: Warrant Agreement (Chi Energy Inc), Warrant Agreement (Edison Brothers Stores Inc), Warrant Agreement (Edison Brothers Stores Inc)
Reliance on Counsel. The Warrant Agent may consult at any time with legal counsel satisfactory to it (who may be counsel for to the Company) ), and the Warrant Agent shall incur no liability or responsibility to the Company or to any Holder in respect of for any action taken, suffered or omitted by it hereunder under this Agreement in good faith reasonable reliance on and in accordance with the opinion or the advice of such counsel provided that such counsel shall have been selected with due carecounsel.
Appears in 7 contracts
Samples: Warrant Agreement, Warrant Agreement (Aegerion Pharmaceuticals, Inc.), Registration Rights Agreement (Knight Capital Group, Inc.)
Reliance on Counsel. The Warrant Agent may consult at any time with legal counsel satisfactory to it (who may be counsel for the Company) it, and the Warrant Agent shall incur no liability or responsibility to the Company or to any Holder in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the opinion or the advice of such counsel provided that such counsel shall have been selected with due care.
Appears in 6 contracts
Samples: Warrant Agreement (Magellan Health Services Inc), Warrant Agreement (New Federal-Mogul Corp), Warrant Agreement (Federal-Mogul Corp)
Reliance on Counsel. The Warrant Agent may consult at any time with legal counsel satisfactory to it (who may be counsel for the Company) ), and the Warrant Agent shall incur no liability or responsibility to the Company or to any Holder in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the opinion or the advice of such counsel provided that such counsel shall have been selected with due carecounsel.
Appears in 6 contracts
Samples: Confidential Warrant Agreement, Class a Warrant Agent Agreement (Trilink Energy, Inc.), Warrant Agreement (Optical Cable Corp)
Reliance on Counsel. The Warrant Agent may consult at any time with legal counsel satisfactory to it (who may be counsel for the Company) and the Warrant Agent shall incur no liability or responsibility to the Company or to any Holder in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the opinion or the advice of such counsel provided that such counsel shall have been selected with due carecounsel.
Appears in 5 contracts
Samples: Warrant Agreement (Lodgian Inc), Warrant Agreement (Anacomp Inc), Warrant Agreement (Lodgian Inc)
Reliance on Counsel. The Warrant Agent may consult at any time with legal counsel satisfactory to it (who may be counsel for the Company) and the Warrant Agent shall incur no liability or responsibility to the Company or to any Holder in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the opinion or the advice of such counsel provided that such counsel shall have been selected with due carecounsel.
Appears in 5 contracts
Samples: Stock Purchase Agreement (Apria Healthcare Group Inc), Warrant Agreement (Unitrode Corp), Warrant Agreement (Vimrx Pharmaceuticals Inc)
Reliance on Counsel. The Warrant Agent may consult at any time with legal counsel satisfactory to it (who may be counsel for the Company) it, and the Warrant Agent shall incur no liability or responsibility to the Company or to any Holder holder of Warrants in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the opinion or the advice of such counsel provided that such counsel shall have been selected with due care.
Appears in 5 contracts
Samples: Warrant Agreement (Tribune Media Co), Warrant Agreement, Warrant Agreement
Reliance on Counsel. The Warrant Agent may consult at any time with legal counsel satisfactory to it and the Company (who may be counsel for the Company) and the Warrant Agent shall incur no liability or responsibility to the Company or to any Holder in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the opinion or the advice of such counsel provided that such counsel shall have been selected with due carecounsel.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Jacor Communications Inc), Warrant Agreement (Jacor Communications Inc), Warrant Subscription Agreement (American Eagle Group Inc)
Reliance on Counsel. The Warrant Agent may consult at any time with legal counsel satisfactory to it (who may be counsel for the Company) and the Warrant Agent shall incur no liability or responsibility to the Company or to any Holder in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the opinion or the advice of such counsel provided that such counsel shall have been selected with due care.
Appears in 4 contracts
Samples: Warrant Agreement (Thermadyne Holdings Corp /De), Warrant Agreement (Viasystems Group Inc), Warrant Agreement (Thermadyne Holdings Corp /De)
Reliance on Counsel. The Before the Warrant Agent acts or refrains from acting, the Warrant Agent may consult at any time with legal counsel satisfactory to it (who may be counsel for the Company) ), and the Warrant Agent shall incur no liability or responsibility to the Company or to any Holder in respect of to any action taken, suffered or omitted by it hereunder in good faith and in accordance with the opinion or the advice of such counsel provided that such counsel shall have been selected with due carecounsel.
Appears in 4 contracts
Samples: Warrant Agreement (Mercury Finance Co), Warrant Agreement (MFN Financial Corp), Warrant Agreement (Mercury Finance Co)
Reliance on Counsel. The Warrant Agent may consult at any time with legal counsel satisfactory to it (who may be counsel for the Company) ), and the Warrant Agent shall incur no liability or responsibility to the Company or to any Holder in respect of to any action taken, suffered or omitted by it hereunder in good faith and in accordance with the opinion or the advice of such counsel provided that such counsel shall have been selected with due carecounsel.
Appears in 4 contracts
Samples: Newscc Warrant Agreement (Smith Corona Corp), Warrant Agreement (Washington Group International Inc), Warrant Agreement (Physicians Clinical Laboratory Inc)
Reliance on Counsel. The Warrant Agent may consult at any time with legal counsel satisfactory to it (who may be counsel for the Company) and the Warrant Agent shall incur no liability or responsibility to the Company or to any Registered Holder in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the opinion or the advice of such counsel provided that such counsel shall have been selected with due carecounsel.
Appears in 2 contracts
Samples: Warrant Agreement (Polymer Group Inc), Warrant Agreement (Polymer Group Inc)
Reliance on Counsel. The Warrant Agent may consult at any time with legal counsel satisfactory to it (who may be counsel for the Company) ), and the Warrant Agent shall incur no liability or responsibility to the Company or to any Holder in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the opinion or the advice of such counsel provided that such counsel shall have been selected with due carecounsel.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (First Pactrust Bancorp Inc), Warrant Agreement (First Pactrust Bancorp Inc)
Reliance on Counsel. The Warrant Agent may select and consult at any time with legal counsel satisfactory to it (who may be counsel for the Company) and the Warrant Agent shall incur no liability or responsibility to the Company or to any Holder in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the opinion or the advice of such counsel provided that such counsel the Warrant Agent shall have been selected with due careexercised reasonable care in the selection and continued employment of such counsel.
Appears in 1 contract
Samples: Warrant Agreement (Biovail Corporation International)
Reliance on Counsel. The Warrant Agent may consult at any time with legal ------------------- counsel satisfactory to it (who may shall not be counsel for the Company) and the Warrant Agent shall incur no liability or responsibility to the Company or to any Holder in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the opinion or the advice of such counsel provided that such counsel shall have been selected with due carecounsel.
Appears in 1 contract
Samples: Warrant Agreement (RBX Corp)
Reliance on Counsel. The Warrant Agent may consult at any time with legal counsel satisfactory to it (who may be counsel for to the Company) ), and the Warrant Agent shall incur no liability or responsibility to the Company or to any Holder in respect of for any action taken, suffered or omitted to be taken by it hereunder under this Agreement in good faith reasonable reliance on and in accordance with the opinion or the advice of such counsel provided that such counsel shall have been selected with due carecounsel.
Appears in 1 contract
Reliance on Counsel. The Warrant Agent may consult at any time with legal counsel satisfactory to it (who may be counsel for the Company) ), and the Warrant Agent shall incur no liability or responsibility to the Company or to any Holder in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the opinion or the advice of such counsel provided that such counsel shall have been selected with due carecounsel. 13.5.
Appears in 1 contract
Reliance on Counsel. The Warrant Agent may consult at any time ------------------- with legal counsel satisfactory to it (who may be counsel for the Company) and the Warrant Agent shall incur no liability or responsibility to the Company or to any Holder in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the opinion or the advice of such counsel provided that such counsel shall have been selected with due carecounsel.
Appears in 1 contract
Samples: Warrant Agreement (Medarex Inc)
Reliance on Counsel. The Warrant Agent may consult at any time with legal counsel satisfactory to it of its own selection (who may be counsel for the Company) and the Warrant Agent shall incur no liability or responsibility to the Company or to any Holder holder of a Warrant Certificate in respect of any action taken, suffered suffered, or omitted by it hereunder in good faith and in accordance with the opinion or the advice of such counsel provided that such counsel shall have been selected with due carecounsel.
Appears in 1 contract
Reliance on Counsel. The Warrant Agent may consult at any time with legal counsel satisfactory to it (who may be counsel for the Company) ), and the Warrant Agent shall incur no liability or responsibility to the Company Company, NuOasis, or to any Holder in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the opinion or the advice of such counsel provided that such counsel shall have been selected with due carecounsel.
Appears in 1 contract
Samples: Warrant Agreement (Oasis Resorts International Inc /Nv)
Reliance on Counsel. The Warrant Agent may consult at any time with legal counsel satisfactory to it (who may be counsel for the Company) ), and the Warrant Agent shall incur no liability or responsibility to the Company or to any Holder in respect of to any action taken, suffered or omitted by it hereunder in good faith and in accordance with the opinion or the advice of such counsel provided that such counsel shall have been selected with due care.counsel. (e)
Appears in 1 contract
Samples: Warrant Agreement (Streamlogic Corp)
Reliance on Counsel. The Warrant Agent may consult at any time with legal counsel satisfactory to it (who may be counsel for the CompanyCompany or an employee of the Warrant Agent) and the Warrant Agent shall incur no liability or responsibility to the Company or to any Holder holder of any Warrant Certificate in respect of any action taken, suffered or omitted by it hereunder in good the absence of bad faith and in accordance with the opinion or the advice of such counsel provided that such counsel shall have been selected with due carecounsel.
Appears in 1 contract
Samples: Common Stock Warrant Agreement (Hawaiian Telcom Holdco, Inc.)
Reliance on Counsel. The Warrant Agent may consult at any time with ------------------- legal counsel satisfactory to it (who may be counsel for the Company) and the Warrant Agent shall incur no liability or responsibility to the Company or to any Holder in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the opinion or the advice of such counsel provided that such counsel shall have been selected with due carecounsel.
Appears in 1 contract
