Use of Legal Counsel Sample Clauses

Use of Legal Counsel. Legal services required by the Foundation in all matters related to its policies and interests are provided by the IEEE Legal and Compliance Department. Approval of the Executive Director, Foundation or his/her designee is required on requests for legal advice made by staff members before they are submitted to the Foundation’s legal counsel.
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Use of Legal Counsel. Legal counsel shall be engaged where appropriate when the Non-Profit is determining the acceptability of a gift. Review by counsel is recommended for:
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Use of Legal Counsel. Agent is authorized to consult with legal counsel to bring actions for eviction and to execute notices to vacate and to commence appropriate judicial proceedings; provided, however, that Agent will keep the Owner (and, upon request, OHCS) informed of such actions and will follow such instructions as the Owner has prescribed that are not inconsistent with this Agreement or the Project Requirements. Subject to the Owner's approval, costs incurred in connection with such actions normally will be considered as Project operating expenses, subject to OHCS approval.
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Use of Legal Counsel. It is strongly recommended that all parties to this Contract be represented by legal counsel. All legal questions involving this Contract or this real estate transaction should be directed to an attorney.
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Use of Legal Counsel. While it is generally contemplated that attorneys for the Parties will not participate in the Hearing (but may attend the Hearing as observers), in particularly large or complex disputes the DRB is authorized, upon request of a Party or in its own discretion, to permit legal counsel representation of the Parties at the Hearing. Any such requests must be raised in advance of the initial conference. Where permitted, both Parties must be so represented, and the DRB may vary its otherwise applicable rules of procedure to reflect such representation, such as by permitting reasonable cross-examination of witnesses and opening statements or closing arguments. In no event shall the rules of evidence applicable in a court proceeding be applied.
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Use of Legal Counsel. Contractor is responsible for negotiating all Lease agreements in compliance with these Site Leasing Negotiation Guidelines. Contractor should utilize Company’s language library, attached hereto as Attachment 5 as a source for approved alternate language. If a Lease contains terms which are not covered in Company’s Site Leasing Negotiation Guidelines, or Contractor is unsure if Landlord’s changes to Lease language are acceptable, Contractor will submit the Lease to Company’s identified outside counsel for review.
Sample 1
Use of Legal Counsel. Owner is authorized to consult with legal counsel to bring actions for eviction and to execute notices to vacate and to commence appropriate judicial proceedings; provided, however, that Owner will, upon request, keep OHCS informed of such actions, and will act in a manner that is not inconsistent with this Agreement or other Program Requirements. Reasonable costs incurred in connection with such actions normally will be considered as Operating Expenses of the Project, subject to OHCS approval.
Sample 1
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Related to Use of Legal Counsel

  • 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.

  • 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.

  • Consultation with Legal Counsel Escrow Agent may consult with its counsel or other counsel satisfactory to it concerning any question relating to its duties or responsibilities hereunder or otherwise in connection herewith and shall not be liable for any action taken, suffered or omitted by it in good faith upon the advice of such counsel.

  • 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).

  • Legal Counsel Opinions Upon the request of the Buyer from to time to time, the Company shall be responsible (at its cost) for promptly supplying to the Company’s transfer agent and the Buyer a customary legal opinion letter of its counsel (the “Legal Counsel Opinion”) to the effect that the resale of the Conversion Shares and/or Exercise Shares by the Buyer or its affiliates, successors and assigns is exempt from the registration requirements of the 1933 Act pursuant to Rule 144 (provided the requirements of Rule 144 are satisfied and provided the Conversion Shares and/or Exercise Shares are not then registered under the 1933 Act for resale pursuant to an effective registration statement) or other applicable exemption (provided the requirements of such other applicable exemption are satisfied). In addition, the Buyer may (at the Company’s cost) at any time secure its own legal counsel to issue the Legal Counsel Opinion, and the Company will instruct its transfer agent to accept such opinion. The Company hereby agrees that it may never take the position that it is a “shell company” in connection with its obligations under this Agreement or otherwise.

  • Separate Counsel If any Action is asserted or commenced pursuant to which the indemnity provided in Section 9.4 hereof or the right of contribution provided in Section 9.5 hereof may apply, the Manager may take such action in connection therewith as it deems necessary or desirable, including retention of counsel for the Underwriters (“Syndicate Counsel”), and in its discretion separate counsel for any particular Underwriter or group of Underwriters, and the fees and disbursements of any counsel so retained will be allocated among the several Underwriters as determined by the Manager. Any such Syndicate Counsel retained by the Manager will be counsel to the Underwriters as a group and, in the event that: (a) the Manager settles any Action on a basis that results in the settlement of such Action against it and fewer than all the Underwriters, or (b)(i) a conflict develops between the Manager and the other Underwriters, or (ii) differing defenses are available to the other Underwriters and not available to the Manager, and as a result of either (b)(i) or (b)(ii) such Syndicate Counsel concludes that it is unable to continue to represent the Manager and the other Underwriters, then in each such case, after notification to the Manager and the other Underwriters, Syndicate Counsel will remain counsel to the other Underwriters and will withdraw as counsel to the Manager. The Manager hereby consents to such arrangement and undertakes to take steps to: (i) ensure that any engagement letters with Syndicate Counsel are consistent with such arrangement; (ii) issue a notice to all other Underwriters promptly following receipt of any advice (whether oral or written) from Syndicate Counsel regarding its inability to represent the Manager and the other Underwriters jointly; and (iii) facilitate Syndicate Counsel’s continued representation of the other Underwriters. Any Underwriter may elect to retain at its own expense its own counsel and, on advice of such counsel, may settle or consent to the settlement of any such Action, but only in compliance with Section 9.7 hereof, and in each case, only after notification to every other Underwriter. The Manager may settle or consent to the settlement of any such Action, but only in compliance with Section 9.7 hereof.

  • Agent Counsel Legal Opinion Agent shall have received from Xxxxxx LLP, counsel for Agent, such opinion or opinions, on or before the date on which the delivery of the Company counsel legal opinion is required pursuant to Section 4(p), with respect to such matters as Agent may reasonably require, and the Company shall have furnished to such counsel such documents as they request for enabling them to pass upon such matters.

  • 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.

  • Legal Counsel; Mutual Drafting Each party recognizes that this is a legally binding contract and acknowledges and agrees that they have had the opportunity to consult with legal counsel of their choice. Each party has cooperated in the drafting, negotiation and preparation of this Agreement. Hence, in any construction to be made of this Agreement, the same shall not be construed against either party on the basis of that party being the drafter of such language. The Executive agrees and acknowledges that he has read and understands this Agreement, is entering into it freely and voluntarily, and has been advised to seek counsel prior to entering into this Agreement and has had ample opportunity to do so.

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