Advice of Counsel definition

Advice of Counsel. Each party acknowledges that, in executing this amendment, such party has had the opportunity to seek the advice of independent legal counsel, and has read and understood all of the terms and provisions of this amendment. Wisconsin Department of Public Instruction (DPI) is not a party to any contractual relationship between a SFA and a FSMC. DPI is not obligated, liable, or responsible for any action or inaction taken by a SFA or FSMC based on this prototype amendment. DPI’s review of the amendment is limited to assuring compliance with federal and state procurement requirements. The DPI does not review or judge the fairness, advisability, efficiency, or fiscal implications of the amendment.
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Advice of Counsel. Each PARTY has received, or has had the opportunity to receive, independent legal advice from their respective attorney(s) with respect to the advisability of making the settlement and releases provided herein, with respect to the advisability of executing this AGREEMENT, and with respect to the meaning of California Civil Code section 1542.
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Advice of Counsel. Neither Bank or Managing Director shall be deemed to have drafted this Agreement. Both Bank and Managing Director have consulted with counsel of their choice and both Bank and Managing Director enter into this Agreement with complete knowledge and understanding of its terms.
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Examples of Advice of Counsel in a sentence

  • Any person who obtains records or information pursuant to the provisions of this paragraph and knowingly and willfully discloses, distributes, or sells such records or information to an unauthorized recipient or for an unauthorized purpose shall be guilty of a misdemeanor of a high and aggravated nature and upon conviction thereof shall be punished as provided in Code Section 17-10-4.

  • Fischer, Should Advice of Counsel Constitute a Defense for Insurer Bad Faith?, 72 TEX.

  • Advice of Counsel: The trustee may from time to time consult with counsel, who may be counsel to the grantor, with respect to any question arising as to the construction of this Agreement or any action to be taken hereunder.

  • For all of these reasons, Claimant’s request for temporary relief should be denied.

  • Basis for taking Legal Proceedings • Expert technical advice; • Advice of Counsel; • Details of and outcome of any attempts at a negotiated settlement; • Outcome of Legal Proceedings.

  • All of the Affiliated Funds’ and Regulated Funds’ investments in the issuer are Pre-Boarding Investments; Advice of Counsel.

  • Advice of Counsel Defense in the Instant ContextOccasionally a corporation or one of its employees may assert an advice-of-counsel defense, based upon communications with in- house or outside counsel that took place prior to or contemporaneously with the underlying conduct at issue.

  • Advice of Counsel letters are numbered with the year and a 500 series number that progresses in order therefrom as rulings are issued.

  • Each of the parties to this AGREEMENT represents and warrants to, and agrees with, each other party as follows: 7.1. Advice of Counsel: The parties hereto have received independent legal advice from their respective attorneys concerning the advisability of entering into and executing this AGREEMENT or have been given the opportunity to obtain such advice.

  • Specifically, between the time ITT filed its Rule 12(b)(1) Motion to Dismiss and the Court’s entry granting that motion, Leveski filed the following opposed motions (in addition to several unopposed motions): (1) Motion for Continuance of MSJ Briefing (Dkt.178); (2) Motion to Strike ITT’s Advice of Counsel Defense or Order Additional Discovery (Dkt.

Related to Advice of Counsel

  • Opinion of Counsel means a written opinion from legal counsel who is acceptable to the Trustee. The counsel may be an employee of or counsel to the Company or the Trustee.

  • Advice shall have the meaning set forth in Section 6(d).

  • Legal Counsel shall have the meaning assigned to such term in Section 2(b).

  • Opinion of Bond Counsel means a written opinion of Bond Counsel.

  • Counsel means a barrister and/or solicitor or a firm of barristers and/or solicitors retained by the Warrant Agent or retained by the Corporation, which may or may not be counsel for the Corporation;

  • Co-Lead Counsel means the law firms of Xxxxxxxxx Litowitz Xxxxxx & Xxxxxxxxx LLP and Bleichmar Xxxxx & Auld LLP.

  • Disclosure Counsel means the Special Counsel designated by the Corporation to be responsible for the drafting and delivery of the Corporation’s disclosure documents such as preliminary official statements, official statements, re-offering memorandums or private placement memorandums and continuing disclosure agreements.

  • Lead Counsel means the law firm of Xxxxxxxxx Xxxxxxxx Xxxxxx & Xxxxxxxxx LLP.

  • Quebec Counsel means Siskinds Desmeules s.e.n.c.r.l.

  • Company Counsel means Xxxxxxxx LLP, with offices located at 000 Xxxxx Xxxxxx Xxx, Xxxxx 000, Xxxxxxxxx, Xxxxxxxx 00000.

  • Liaison Counsel means the law firm of Xxxx Xxxxx Xxxxxxxxxx, PC.

  • Relying Party means an individual or entity that acts in reliance on a Certificate or digital signature associated with a Certificate.