Investor Counsel definition

Investor Counsel shall have the meaning assigned to it in Section ---------------- 7.1(g)(3).

Investor Counsel means Xxxxxxxxx Xxxxxxx, P.A.

Investor Counsel means Fried, Frank, Harris, Xxxxxxx & Xxxxxxxx LLP, counsel to the Investor.

Examples of Investor Counsel in a sentence

• In the event that Investor Counsel deems it appropriate, in its reasonable discretion, to enter into a joint defense agreement or other arrangement to enhance the ability of the parties to protect their communications and other reviewed materials under the attorney client privilege, the Company shall, and shall direct its counsel to, execute and deliver to Investor Counsel and its clients such an agreement in form and substance reasonably acceptable to Investor Counsel.

• In the event that a taxpayer identification number is not provided, any funds provided to the Lead Investor Counsel which constitute part of the Escrow Amount will be placed in a non-interest bearing escrow account.

• The Investor Counsel Expense shall be paid by the Company whether or not the transactions contemplated by this Agreement are consummated.

• Prior to registration of the Conversion Shares under the 1933 Act (and until the Company has received the opinion of Qualifying Investor Counsel that legends may be removed prior to sale under the registration statement) or the date on which the Conversion Shares may be sold pursuant to Rule 144 without any restriction as to the number of Securities as of a particular date that can then be immediately sold, all such certificates shall bear the restrictive legend specified in Section 2(f) of this Agreement.

• In lieu of the foregoing payment, the Lead Investor may retain such amount at the Closing or require the Company to pay such amount directly to Lead Investor Counsel.

More Definitions of Investor Counsel

Investor Counsel has the meaning ascribed to it in Section 7.1(c)(ix).

Investor Counsel has the meaning set forth in Subsection 5.10.

Investor Counsel means Proskauer Rose LLP, counsel to the Investors. “Knowledge,” including the phrase “to the Company’s knowledge,” and words of similar import shall mean that which Xxxxxx Xxxx, Xxxxx X. Xxxxx, Xxxxxx X. Xxxxx and Xxxxxx X. Xxxxxx know or should have known using the exercise of reasonable due diligence.

Investor Counsel has the meaning assigned to it in Section 5.2.

Investor Counsel. As defined in Section 5.3(ii). Investor Indemnified Persons: Each Investor and its affiliates (as defined in Rule 405 under the Securities Act), employees, representatives, agents, members, partners, officers and directors.

Investor Counsel means Proskauer Rose LLP, counsel to the Investors for purposes of this Agreement; provided, however, that if none of the North Sound Investors are listed as a “Selling Stockholder” in a Registration Statement, the Holders of a majority of the Registrable Securities to be sold pursuant to such Registration Statement shall be entitled to select alternative counsel to act as “Investor Counsel” with respect to such Registration Statement.

Investor Counsel has the meaning set forth in Section 12.20.