Agent Counsel definition

Agent Counsel has the meaning given to such term in Section 6.3 hereof.
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Agent Counsel means Jones Day, as counsel to the Agent.
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Agent Counsel means Xxxxx Day, as counsel to the Agent.
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Examples of Agent Counsel in a sentence

  • Deliveries of the documents with respect to the purchase of the Securities, if any, shall be made at the offices of Placement Agent Counsel.

  • Placement Agent Counsel does not represent any of the Purchasers and only represents the Placement Agent.

  • At the Closing Date, Placement Agent Counsel shall have been furnished with such documents and opinions as they may require in order to evidence the accuracy of any of the representations or warranties, or the fulfillment of any of the conditions, herein contained; and all proceedings taken by the Company in connection with the issuance and sale of the Securities as herein contemplated shall be satisfactory in form and substance to the Placement Agent and Placement Agent Counsel.

  • Any certificate signed by any duly authorized officer of the Company and delivered to you or to Placement Agent Counsel shall be deemed a representation and warranty by the Company to the Placement Agent as to the matters covered thereby.

  • The Placement Agent Counsel does not represent any of the Purchasers and only represents the Placement Agent.

  • For reasons of administrative convenience only, each Purchaser and its respective counsel have chosen to communicate with the Company through the Placement Agent Counsel.

  • For reasons of administrative convenience only, each Purchaser and its respective counsel have chosen to communicate with the Company through the Placement Agent Counsel, the legal counsel of the Placement Agent.

  • For reasons of administrative convenience only, each Purchaser and its respective counsel have chosen to communicate with the Company through Placement Agent Counsel.

  • Deliveries of the documents with respect to the purchase of the Shares, if any, shall be made at the offices of Placement Agent Counsel.

  • The Company agrees to furnish to Agent Counsel such documents as they may reasonably request for the purpose of enabling them to deliver their opinion under this Section 6(s).


More Definitions of Agent Counsel

Agent Counsel means Xxxxx Xxxx & Xxxxxxxx LLP, as counsel to the Administrative Agent and the Collateral Agent., in connection with the enforcement or protection of their respective rights in connection with this Agreement and the other Loan Documents or in connection with the Loans made hereunder, and one counsel in each relevant jurisdiction, in each case retained by the Administrative Agent and/or the Collateral Agent.
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Related to Agent Counsel

  • Placement Agent Counsel means Pxxxx Cxxxxxx LLP with offices located at 7 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000.

  • Independent Counsel as defined in Section 2 of this Agreement. In either event, Indemnitee or the Company, as the case may be, may, within ten (10) days after such written notice of selection shall have been received, deliver to the Company or to Indemnitee, as the case may be, a written objection to such selection; provided, however, that such objection may be asserted only on the ground that the Independent Counsel so selected does not meet the requirements of “Independent Counsel” as defined in Section 2 of this Agreement, and the objection shall set forth with particularity the factual basis of such assertion. Absent a proper and timely objection, the person so selected shall act as Independent Counsel. If such written objection is so made and substantiated, the Independent Counsel so selected may not serve as Independent Counsel unless and until such objection is withdrawn or a court of competent jurisdiction has determined that such objection is without merit. If, within twenty (20) days after submission by Indemnitee of a written request for indemnification pursuant to Section 11(b) hereof, no Independent Counsel shall have been selected and not objected to, either the Company or Indemnitee may petition the Delaware Court for resolution of any objection which shall have been made by the Company or Indemnitee to the other’s selection of Independent Counsel and/or for the appointment as Independent Counsel of a person selected by the Delaware Court, and the person with respect to whom all objections are so resolved or the person so appointed shall act as Independent Counsel under Section 12(a) hereof. Upon the due commencement of any judicial proceeding or arbitration pursuant to Section 14(a) of this Agreement, Independent Counsel shall be discharged and relieved of any further responsibility in such capacity (subject to the applicable standards of professional conduct then prevailing).

  • Patent Counsel as used in this Article, means the Department of Energy Patent Counsel assisting the procuring activity.

  • Patient counseling means the written and oral communication by the pharmacist

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

  • Special Counsel means one special counsel to the Holders, for which the Holders will be reimbursed by the Company pursuant to Section 4.

  • Defense Counsel means Xxxxxx, Xxxxx & Xxxxxxx LLP.

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

  • Agent’s Counsel means Xxxxxx Xxxxxxx LLP;

  • County Counsel means County’s Office of the County Counsel.

  • Opinion of Independent Counsel means a written opinion of counsel which is issued by a Person who is not an employee, director or consultant (other than non-employee legal counsel) of the Company or any Guarantor and who shall be acceptable to the Trustee, and which opinion shall be in form and substance reasonably satisfactory to the Trustee.

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

  • Defendants’ Counsel means Xxxxxxxx & Xxxxxxxx LLP, Xxxxxxxx Xxxx & Xxxxx LLP, Xxxxxxx & XxXxxxxx LLP, Xxxxxxx, Xxxxxx & Xxxxx XXX, and Xxxxxxxx & Sterling LLP.

  • Plaintiffs’ Counsel means Lead Counsel and all other legal counsel who, at the direction and under the supervision of Lead Counsel, performed services on behalf of the Settlement Class in the Action.

  • Outside Counsel means Mr. Mark Tarallo, attorney with Morse Barnes Brown and Pendleton, LP 1601 Trapelo Road, Suite 205, Waltham, MA 02451. Email.mtarallo@mbbp.com: Website: www.mbbp.com Phone: (781) 622-5930.

  • Special Legal Counsel means a law firm, or a member of a law firm, that is experienced in matters of corporate law and neither presently is, or in the past two years has been, retained to represent (i) the Indemnitor or the Indemnitee in any matter material to either such party, or (ii) any other party to the Proceeding giving rise to a claim for indemnification hereunder.

  • Liaison Counsel means Xxxxxx Xxxx LLP.

  • Purchaser Counsel has the meaning set forth in Section 6.2(a).

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

  • Senior Counsel means a legal practitioner appointed by the President as a Senior Counsel of Namibia in terms of section 79(3) of the Legal Practitioners Act, 1995 (Act No. 15 of 1995).

  • Company Counsel means Ellenoff Gxxxxxxx & Schole LLP, with offices located at 1000 Xxxxxx xx xxx Xxxxxxxx, Xxx Xxxx, Xxx Xxxx 00000-0000.

  • Student count means average daily membership as prescribed in

  • Company U.S. Counsel means Hxxxxx and Bxxxx, LLP, with offices located at 30 Xxxxxxxxxxx Xxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000.

  • Transfer Agent and Registrar shall have the meaning set forth in Section 2.5(e) hereof.

  • Class Counsel means X. Xxxxxxxx Xxxxx of Xxxxxx X. Xxxxxx, A Professional Law Corp; Xxxxx X. Xxxxx of Xxxxx Xxxxx Xxxxxx Xxxxxxxxxxx Xxxxx & Xxxxxxxx LLP; Xxxxxxx X. Xxxx of Xxxx Xxxxxxxxxxx Xxxxx Xxxxxxx & Xxxx LLP; and Xxxxx Xxxxxx Xxxxxx of Xxxxxxxxx Xxxxxxx Xxxxx P.L.L.P.

  • Borrower’s Counsel means Xxxxxx Xxxx Philips & Xxxxxxxx XXX, Xxxxxxx, Xxxxxxx or such other firm of legal counsel as the Borrowers may from time to time designate;