Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1842 contracts
Samples: Common Stock Warrant Agreement (NEUROONE MEDICAL TECHNOLOGIES Corp), Preferred Stock Warrant Agreement (NEUROONE MEDICAL TECHNOLOGIES Corp), Warrant Agency Agreement (Tivic Health Systems, Inc.)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which it (who may include be counsel for to the Company), and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 66 contracts
Samples: Warrant Agreement, Warrant Agreement, Warrant Agreement (Global Tech Industries Group, Inc.)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Companyit in its reasonable judgment, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 40 contracts
Samples: Warrant Agreement (Criimi Mae Inc), Warrant Agreement (Amerada Hess Corp), Warrant Agreement (Amerigroup Corp)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 38 contracts
Samples: Warrant Agreement (Legg Mason, Inc.), Warrant Agreement (Legg Mason, Inc.), Warrant Agreement (Washington Mutual Capital Trust 2001)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 36 contracts
Samples: Investment Agreement (DBD Cayman, Ltd.), Warrant Agreement (Boston Private Financial Holdings Inc), Preferred Stock Warrant Agreement (Unitedhealth Group Inc)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice opinion of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice opinion of such counsel.
Appears in 29 contracts
Samples: Stock Warrant Agreement (CBS Operations Inc.), Form of Standard Stock Warrant Agreement (CBS Operations Inc.), Stock Warrant Agreement (Concur Technologies Inc)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, it (which may include be counsel for to the Company), and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 25 contracts
Samples: Common Stock Warrant Agreement (Healthcare Acquisition Partners Corp.), Common Stock Warrant Agreement (TAC Acquisition Corp.), Common Stock Warrant Agreement (Marathon Acquisition Corp.)
Counsel. The Warrant Agent may consult with legal counsel satisfactory to it, which (who may include be legal counsel for the Company), and the written opinion or advice of such counsel shall be full and complete authorization and protection in respect of to the Warrant Agent as to any action taken, suffered taken or omitted by it hereunder in good faith and in accordance with the advice of such counselopinion or advice.
Appears in 19 contracts
Samples: Warrant Agreement (Greenfire Resources Ltd.), Warrant Agreement (Greenfire Resources Ltd.), Warrant Agreement (Greenfire Resources Ltd.)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice or opinion of such counsel shall be full and complete authorization and protection to the Warrant Agent, and the Warrant Agent shall have no liability for or in respect of any action taken, suffered or omitted by it hereunder in good the absence of bad faith and in accordance with the advice or opinion of such counsel.
Appears in 19 contracts
Samples: Warrant Agency Agreement (Nuwellis, Inc.), Warrant Agency Agreement (Nuwellis, Inc.), Warrant Agency Agreement (Biolase, Inc)
Counsel. The Warrant Agent may consult with counsel satisfactory to itcounsel, which may include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counselreliance thereon.
Appears in 12 contracts
Samples: Debt Securities Warrant Agreement (Unitedhealth Group Inc), Agreement (360 Communications Co), Warrant Agreement (Lee Sara Corp)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice or opinion of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good the absence of bad faith and in accordance with the advice or opinion of such counsel.
Appears in 11 contracts
Samples: Warrant Agency Agreement (Benitec Biopharma Inc.), Warrant Agency Agreement (Benitec Biopharma Inc.), Warrant Agency Agreement (Navidea Biopharmaceuticals, Inc.)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which it (who may include be counsel for to the Company), and the written advice of such counsel Warrant Agent shall be full and complete authorization and protection 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.
Appears in 9 contracts
Samples: Warrant Agreement, Warrant Agreement (Macatawa Bank Corp), Warrant Agreement (Macatawa Bank Corp)
Counsel. The Warrant Agent may consult with counsel satisfactory of its own selection (who may be counsel to it, which may include counsel for the Company), and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 8 contracts
Samples: Warrant and Warrant Agreement, Warrant Agreement (Verso Paper Holdings LLC), Warrant Agreement (Horizon Lines, Inc.)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice or opinion of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good the absence of bad faith and in accordance with the advice or opinion of such counsel.
Appears in 7 contracts
Samples: Warrant Agency Agreement (ReShape Lifesciences Inc.), Warrant Agency Agreement (Top Ships Inc.), Warrant Agency Agreement (Top Ships Inc.)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice advise of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 7 contracts
Samples: Warrant Agreement (HSBC Finance CORP), Warrant Agreement (HSBC Finance CORP), Warrant Agreement (Household Finance Corp)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which it (who may include be counsel for to the Company), and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel, absent fraud, gross negligence, willful misconduct or bad faith in the selection and continued retention of such counsel or the reliance on such counsel’s advice or opinion.
Appears in 7 contracts
Samples: Warrant Agreement (Central European Media Enterprises LTD), Warrant Agreement (Central European Media Enterprises LTD), Warrant Agreement (Central European Media Enterprises LTD)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted to be taken by it hereunder in good the absence of bad faith and in accordance with the advice of such counsel.
Appears in 7 contracts
Samples: Warrant Agency Agreement (Guided Therapeutics Inc), Warrant Agency Agreement (Ascent Solar Technologies, Inc.), Warrant Agency Agreement (Ascent Solar Technologies, Inc.)
Counsel. The Warrant Agent may consult with counsel satisfactory to itcounsel, which may include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered suffered, or omitted by it hereunder in good faith and in accordance with the advice of such counselreliance thereon.
Appears in 7 contracts
Samples: Warrant Agreement (Bottling Holdings Investments Luxembourg Commandite S.C.A.), Warrant Agreement (Walt Disney Co/), Warrant Agreement (Aimco Properties Lp)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which it (and may include counsel for the Companyrequire an Opinion of Counsel before it acts or refrains from acting), and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 6 contracts
Samples: Warrant Agreement (Quality Distribution Inc), Warrant Agreement (Quality Distribution Inc), Warrant Agreement (Splitrock Services Inc)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.. (d)
Appears in 5 contracts
Samples: Warrant Agency Agreement (CHF Solutions, Inc.), Warrant Agency Agreement (Castor Maritime Inc.), Warrant Agency Agreement (Seanergy Maritime Holdings Corp.)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, it (which may include be counsel for to the Company), and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 5 contracts
Samples: Class a Warrant Agreement, Class B Warrant Agreement, Warrant Agreement (Charter Communications Inc /Mo/)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice or opinion of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good the absence of bad faith and in accordance with the advice or opinion of such counsel.
Appears in 4 contracts
Samples: Warrant Agency Agreement (PreTam Holdings Inc.), Warrant Agency Agreement (Siyata Mobile Inc.), Warrant Agency Agreement (Siyata Mobile Inc.)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good the absence of bad faith and in accordance with the advice of such counsel.
Appears in 4 contracts
Samples: Warrant Agency Agreement (Ascent Solar Technologies, Inc.), Warrant Agency Agreement (Ascent Solar Technologies, Inc.), Warrant Agency Agreement (Ascent Solar Technologies, Inc.)
Counsel. The Warrant Agent may consult with nationally recognized counsel satisfactory to it, which may include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action reasonably taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 4 contracts
Samples: Preferred Stock Warrant Agreement (Hs Resources Inc), Common Stock Warrant Agreement (Hs Resources Inc), Warrant Agreement (Times Mirror Co /New/)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which it (who may include be counsel for to the Company), and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good the absence of bad faith (which bad faith must be determined by a final non-appealable order, judgment, decree or ruling of a court of competent jurisdiction) and in accordance with the advice of such counsel.
Appears in 4 contracts
Samples: Warrant Agreement (Cassava Sciences Inc), Warrant Agreement (Cassava Sciences Inc), Warrant Agreement (Diana Shipping Inc.)
Counsel. The Warrant Agent may consult with counsel satisfactory to itcounsel, which may include counsel for the CompanyCorporation, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counselreliance thereon.
Appears in 4 contracts
Samples: Warrant Agreement (First State Bancorporation), Warrant Agreement (Occidental Petroleum Corp /De/), Warrant Agreement (McKesson Corp)
Counsel. The Warrant Agent may consult with counsel satisfactory to itthe Warrant Agent, which may include counsel for the Companyincluding its in-house counsel, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered suffered, or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 4 contracts
Samples: Warrant Agent Agreement, Warrant Agent Agreement (Modular Medical, Inc.), Warrant Agent Agreement (Verb Technology Company, Inc.)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which it in its reasonable judgment (who may include be counsel for the Company), and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 4 contracts
Samples: Warrant Agreement, Warrant Agreement, Warrant Agreement (Tronox LTD)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice or opinion of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good the absence of bad faith and in accordance with the advice of such counsel.
Appears in 3 contracts
Samples: Warrant Agency Agreement (Benitec Biopharma Inc.), Warrant Agency Agreement (Benitec Biopharma Inc.), Warrant Agency Agreement (Benitec Biopharma Inc.)
Counsel. The Warrant Agent may consult with counsel reasonably satisfactory to it, which may include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection to the Warrant Agent in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 3 contracts
Samples: Warrant Agreement (DIEBOLD NIXDORF, Inc), Warrant Agreement (California Resources Corp), Warrant Agreement (Arch Coal Inc)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice of such counsel shall will be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder under this Agreement in good faith and in accordance with the advice of such counsel.
Appears in 3 contracts
Samples: Warrant Agreement (Snap Inc), Warrant Agreement (Snap Inc), Warrant Agreement (Snap Inc)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder under this Agreement in good faith and in accordance with the advice of such counsel.
Appears in 3 contracts
Samples: Warrant Agreement (Snap Inc), Warrant Agreement (Snap Inc), Warrant Agreement (Snap Inc)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which it (who may include be counsel for to the Company), and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered suffered, or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 3 contracts
Samples: Warrant Agreement (Nuverra Environmental Solutions, Inc.), Warrant Agreement (Nuverra Environmental Solutions, Inc.), Warrant Agreement (Nuverra Environmental Solutions, Inc.)
Counsel. The Warrant Agent may consult with counsel satisfactory to itcounsel, which may include counsel for the CompanyCorporation, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered suffered, or omitted by it hereunder in good faith and in accordance with the advice of such counselreliance thereon.
Appears in 3 contracts
Samples: Warrant Agreement (First State Bancorporation), Warrant Agreement (McKesson Corp), Warrant Agreement (Plum Creek Timber Co Inc)
Counsel. The Warrant Agent may consult with counsel satisfactory ------- to it, it (which may include be counsel for to the Company), and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 2 contracts
Samples: Warrant Agreement (Unova Inc), Common Stock Warrant Agreement (Brookdale Living Communities Inc)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice or opinion of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good absence of bad faith and in accordance with the advice or opinion of such counsel.
Appears in 2 contracts
Samples: Warrant Agency Agreement (Fangdd Network Group Ltd.), Warrant Agency Agreement (Lexaria Bioscience Corp.)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.. (d)
Appears in 2 contracts
Samples: Warrant Agreement (Republic New York Capital Iv), Warrant Agreement (Republic New York Capital Iv)
Counsel. The Warrant Agent may consult with counsel satisfactory to itit and the Company, which may include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 2 contracts
Samples: Warrant Agency Agreement (U.S. GoldMining Inc.), Warrant Agency Agreement (U.S. GoldMining Inc.)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which it (who may include be counsel for to the CompanyCompany or an employee of the Warrant Agent), and the written advice or opinion of such counsel shall be full and complete authorization and protection to the Warrant Agent in respect of any action taken, suffered or omitted by it hereunder in good the absence of bad faith and in accordance with the advice or opinion of such counsel.
Appears in 2 contracts
Samples: Warrant Agreement (Webster Financial Corp), Warrant Agreement (Lincoln National Corp)
Counsel. The Warrant Agent may consult with counsel satisfactory to itcounsel, which may include counsel for the CompanyIssuer, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counselreliance thereon.
Appears in 2 contracts
Samples: Warrant Agreement (Ahold Finance Usa Inc), Warrant Agreement (Ahold Finance Usa Inc)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection to the Warrant Agent in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 2 contracts
Samples: Warrant Agreement (Contura Energy, Inc.), Warrant Agreement (Contura Energy, Inc.)
Counsel. The Warrant Agent may consult with counsel reasonably satisfactory to it, which may include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel; provided, however, that reasonable care shall have been exercised in the selection and continued employment of such attorneys and agents.
Appears in 2 contracts
Samples: Warrant Agreement (Reinsurance Group of America Inc), Warrant Agreement (Sovereign Bancorp Inc)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which it (who may include be counsel for to the Company), and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good the absence of bad faith (which bad faith must be determined by a final non-appealable judgment of a court of competent jurisdiction) and in accordance with the advice of such counsel.
Appears in 2 contracts
Samples: Warrant Agreement (Triumph Group Inc), Warrant Agreement
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice or opinion of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice or opinion of such counsel.
Appears in 2 contracts
Samples: Warrant Agency Agreement (Galmed Pharmaceuticals Ltd.), Warrant Agency Agreement (Galmed Pharmaceuticals Ltd.)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, it (which may include be counsel for to the Company), and the written advice or opinion of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the written advice or opinion of such counsel.
Appears in 2 contracts
Samples: Warrant Agreement (Oxford Health Plans Inc), Warrant Agreement (Oxford Health Plans Inc)
Counsel. The Warrant Agent may consult with counsel satisfactory -------- to it, which may include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1 contract
Samples: Warrant Agreement (Chirex Inc)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice of Of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1 contract
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the CompanyCompany or internal counsel to the Warrant Agent, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1 contract
Counsel. The Warrant Agent may consult with counsel satisfactory ------- to it, which may include counsel for the Companyit in its reasonable judgment, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1 contract
Counsel. The Warrant Agent may consult with counsel satisfactory to it, it (which may include be counsel for to the Company), and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1 contract
Samples: Common Stock Warrant Agreement (Platform Acquisition Corp. International)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which it (who may include be counsel for to the Company, ) and the written advice opinion of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered taken or omitted to be taken or suffered by it hereunder in good faith and in accordance with the advice opinion of such counsel. The Warrant Agent agrees promptly to provide a copy of such opinion to the Company.
Appears in 1 contract
Counsel. The Warrant Agent may consult with counsel satisfactory to ------- it, which may include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1 contract
Samples: Warrant Agreement (Chiquita Brands International Inc)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1 contract
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, it and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1 contract
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which it (who may include be counsel for to the Company) (and may require an Opinion of Counsel before it acts or refrains from acting), and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1 contract
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which it (who may include be counsel for to the CompanyCompany or an employee of the Warrant Agent), and the written advice or opinion of such counsel shall be full and complete authorization and protection to the Warrant Agent in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice or opinion of such counsel.
Appears in 1 contract
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice or opinion of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted to be taken by it hereunder in good the absence of bad faith and in accordance with the advice or opinion of such counsel.
Appears in 1 contract
Samples: Warrant Agency Agreement (Performance Shipping Inc.)
Counsel. The Warrant Agent may consult with legal counsel satisfactory to it, which may include (without limitation) counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1 contract
Counsel. The Warrant Agent may consult with counsel satisfactory to it, it (which may include be counsel for to the Company), and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted to be taken by it hereunder in good faith and in accordance with the advice of such counsel, so long as the Warrant Agent acts without gross negligence, willful misconduct or bad faith (each as determined by a final, non-appealable judgment of a court of competent jurisdiction).”
Appears in 1 contract
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.respect
Appears in 1 contract
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which it (who may include be counsel for to the Company), and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.. (c)
Appears in 1 contract
Samples: Warrant Agreement (Alion Science & Technology Corp)
Counsel. The Warrant Rights Agent may consult with counsel satisfactory to it, which may include be counsel for to the Company, and the written advice or opinion of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it the Rights Agent hereunder in good faith and in accordance with the such advice or opinion of such counsel.
Appears in 1 contract
Samples: Form of Rights Agreement (MGT Capital Investments Inc)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice of such counsel shall be full and complete 110282015 v1 authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1 contract
Samples: Preferred Stock Warrant Agreement (Pico Holdings Inc /New)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good the absence of bad faith and in accordance with the advice of such counsel.
Appears in 1 contract
Counsel. The Warrant Agent may consult with counsel satisfactory ------- to it, which may include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1 contract
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice or opinion of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good the absence of bad faith and in accordance with the advice or opinion of such counsel..
Appears in 1 contract
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which it (who may include be counsel for to the Company), and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel, absent gross negligence, bad faith or willful misconduct in the selection and continued retention of such counsel and the reliance on such counsel’s advice or opinion.
Appears in 1 contract
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, ------- and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1 contract
Samples: Warrant Agreement (Kraft Foods Inc)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice or opinion of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good the absence of bad faith and in accordance with the advice or opinion of such counsel.. (d)
Appears in 1 contract
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which it (who may include be counsel for to the CompanyCorporation) (and may require an Opinion of Counsel before it acts or refrains from acting), and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1 contract
Samples: Warrant Agreement (Hydrogenics Corp)
Counsel. The Warrant Agent may consult with counsel ------- satisfactory to it, which may include counsel for the Company, and the written advice advise of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1 contract
Counsel. The Warrant Agent may consult with counsel reasonably satisfactory to it, which may include counsel for it and the Company, and the written advice reasonable opinion of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it the Warrant Agent hereunder in good faith and in accordance with the advice opinion of such counsel.
Appears in 1 contract
Samples: Warrant Agreement (Heinz H J Co)
Counsel. The Warrant Agent may consult with counsel satisfactory ------- to it, which it (who may include be counsel for to the Company), and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1 contract
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, it and the written advice advise of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice advise of such counsel.
Appears in 1 contract
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which it (who may include be counsel for the Companyto GTL), and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1 contract
Samples: Warrant Agreement (Globalstar Telecommunications LTD)
Counsel. The Warrant Rights Agent may consult with counsel satisfactory to it, it (which may include be counsel for to the CompanyCorporation), and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1 contract
Samples: Rights Agreement (Us Bancorp \De\)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which it (who may include be Xxxxxx Xxxx & Xxxxxx LLP or counsel for to the Company), and the written advice of such counsel shall be full and complete authorization and protection to the Warrant Agent in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1 contract
Samples: Warrant Agreement (Hartford Financial Services Group Inc/De)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for it and the Company, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1 contract
Samples: Warrant Agreement (Tribune Co)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, it (which may include be counsel for to the Company), and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.. (d)
Appears in 1 contract
Samples: Monsanto Co
Counsel. The Warrant Agent may consult with counsel satisfactory ------- to it, which may include counsel for the Company, and the written advice advise of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1 contract
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.in
Appears in 1 contract
Counsel. The Warrant Agent may consult with counsel satisfactory to it, it (which may include be counsel for to the Company), and the written advice of such counsel shall be full and complete authorization to and protection of the Warrant Agent in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1 contract
Samples: Warrant Agreement (Diamond Offshore Drilling, Inc.)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which it (who may include be counsel for the Companyto IWCL), and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1 contract
Samples: Warrant Agreement (Iridium LLC)
Counsel. The Warrant Agent may consult with counsel satisfactory to it, which may include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection and the Warrant Agent shall incur no liability for or in respect of any action taken, suffered or omitted by it hereunder in good faith and in accordance with the advice of such counsel. Reasonable fees and expenses of such counsel shall be paid by the Company.
Appears in 1 contract
Counsel. The Warrant Agent may consult with counsel satisfactory to itcounsel, which may ------- include counsel for the Company, and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered suffered, or omitted by it hereunder in good faith and in accordance with the advice of such counselreliance thereon.
Appears in 1 contract
Counsel. The Warrant Agent may consult with counsel satisfactory --- ------- to it, it (which may include be counsel for to the Company), and the written advice of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered or omitted committed by it hereunder in good faith and in accordance with the advice of such counsel.
Appears in 1 contract
Samples: Common Stock Warrant Agreement (First Security Corp /Ut/)
