Existing Counsel definition

Existing Counsel shall have the meaning given in Section 10.7.
Existing Counsel has the meaning set forth in Section 10.17.
Existing Counsel has the meaning set forth in Section 7.14.

Examples of Existing Counsel in a sentence

  • This is in addition to any consent or waiver provided prior to Closing to the Existing Counsel by the Acquired Company Entities or its Affiliates.

  • Moreover, Purchaser and the Acquired Company Entities (each for itself and on behalf of its Affiliates) agree and covenant not to seek to disqualify the Existing Counsel from Disputes.

  • Purchaser and the Acquired Company Entities hereby consent to and waive, on behalf of themselves and each of their Affiliates, any conflict of interest in connection with representation by Existing Counsel in connection with any Disputes.

  • Buyer and the Companies hereby consent to and waive, on behalf of themselves and each of their Subsidiaries and Affiliates, any conflict of interest in connection with representation by Existing Counsel in connection with any Disputes.

  • This is in addition to any consent or waiver provided prior to Closing to the Existing Counsel by the Companies, the AEC Subsidiary, or their Affiliates.

  • Moreover, Buyer and the Companies each agree and covenant (for itself and on behalf of its Subsidiaries and Affiliates) not to seek to disqualify the Existing Counsel from Disputes.

  • Any such representation of the Company by the Existing Counsel after the Closing shall not affect the foregoing provisions hereof.

  • Buyer and the Companies each agree to take, and to cause their Affiliates to take, all steps necessary to implement the intent of this Section 10.7 and not to take or cause their Affiliates to take positions contrary to the intent of this Section 10.7. Seller, Buyer and each Company further agrees that the Existing Counsel and their partners and employees are third-party beneficiaries of this Section 10.7.

  • This is in addition to any consent or waiver provided prior to Closing to the Existing Counsel by the Company or its Affiliates.

  • Buyer and the Company hereby consent to and waive, on behalf of themselves and each of their Affiliates, any conflict of interest in connection with representation by Existing Counsel in connection with any Disputes.


More Definitions of Existing Counsel

Existing Counsel shall have the meaning given to such term in Section 12.13(a).
Existing Counsel means Xxxxxx Xxxxxxxx LLP.
Existing Counsel means Pepper Hamilton LLP.
Existing Counsel means collectively, (i) Cravath, Swaine & Moore LLP, (ii) Stibbe N.V.,(iii)Chiomenti Studio Legale, L.L.C., (iv) Bredin Prat, (v) Slaughter and May, (vi) Hogan Lovells, (vii) Oppenhoffs, (viii) Bird & Bird, (ix) Setterwalls and (x) D4 Abogados.
Existing Counsel means collectively, (i) Cravath, Swaine & Xxxxx LLP, (ii) Xxxxxx N.V., (iii) Chiomenti Studio Legale, L.L.C., (iv) Xxxxxx Xxxx, (v) Xxxxxxxxx and May, (vi) Xxxxx Xxxxxxx, (vii) Xxxxxxxxxx, (viii) Bird & Bird, (ix) Setterwalls and (x) D4 Abogados.
Existing Counsel means Wachtell, Lipton, Rxxxx & Kxxx; Mxxxxxx, Angoitia, Cxxxxx x Xxxxxxx S.C.; and Pillsbury Wxxxxxxx Xxxx Xxxxxxx LLP.

Related to Existing Counsel

  • Company U.S. Counsel means XxXxxxxxx Will & Xxxxx LLP, with offices located at 000 Xxxxxxx Xxxxxx, Xxx Xxxx, XX 00000-0000.

  • Co-Lead Counsel means the firms of Xxxxxx Xxxxxxx LLP, and Xxxxxxxxxx Xxxxxxx LLP.

  • Defense Counsel means Xxxxxx, Xxxxx & Xxxxxxx LLP.

  • Liaison Counsel means the law firm of Xxxxx X. Xxxxxxxxx & Associates L.C.

  • 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;

  • Defendants’ Counsel means Xxxxx Xxxxxxxx Xxxxxxxx & Xxxxx LLP.

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

  • Legal Counsel means attorneys and staff employed by county

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

  • 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.

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

  • 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.

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

  • 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.

  • Purchaser’s Counsel means Xxxxxx Xxxxxx Xxxxxxx 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.

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

  • 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).

  • Seller’s Counsel has the meaning set forth in Section 10.13(a).

  • Class Counsel means Xxxxxx X. Xxxxxx of Xxxxxx Xxxxxx Xxxxxx LLP, Xxxx Xxxxxx Xxxxxxxxxx of Xxxxxx Xxxxxxxx LLP, and Xxxxx X. Xxxxxxxxxx of Hausfeld LLP.

  • 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).

  • Lenders’ Counsel means the firm of XxXxxxxx Xxxxxxxx LLP or such other firm of legal counsel as the Agent may from time to time designate and any and all local agent counsel retained by XxXxxxxx Xxxxxxxx LLP for and on behalf of the Agent.

  • Patent Counsel means the DOE Counsel for Intellectual Property assisting the DOE Contracting activity.

  • Holders’ Counsel means one counsel for the selling Holders chosen by Holders holding a majority interest in the Registrable Securities being registered.

  • Law firm means both of the following:

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