Parent Counsel definition

Parent Counsel has the meaning set forth in Section 11.19.
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Parent Counsel means White & Case LLP and its related partnerships and associations in its capacity as legal adviser to the Obligors.
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Parent Counsel shall have the meaning set forth in ‎Section 5.04.
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Examples of Parent Counsel in a sentence

  • In rendering the opinion described in this Section 7.3(e), Company Counsel or Parent Counsel, as applicable, shall be entitled to rely on the Company Officer’s Tax Certificate, the Parent Officer’s Tax Certificate and such other representations, information and assumptions as Company Counsel or Parent Counsel reasonably deems relevant.

  • Company and its Affiliates (including, after the Closing, the Surviving Corporation) and/or the Company Securityholders will not have access to any such Parent Privileged Communications, or to the files of Parent Counsel relating to the Pre-Closing Engagements.

  • In rendering such opinion, Parent Counsel (or, if applicable, another nationally recognized law firm reasonably satisfactory to Parent) may rely upon the Company Tax Representation Letter and the Parent Tax Representation Letter.

  • In rendering their respective opinions, each of Parent Counsel and Company Counsel may require and rely upon (and may incorporate by reference) reasonable and customary representations and covenants, including the applicable Tax Representation Letters described in this Section 5.1(c) and Section 5.9(d).

  • Company and its Affiliates (including, after the Closing, the Surviving Corporation) and/or the Company Stockholders will not have access to any such Parent Privileged Communications, or to the files of Parent Counsel relating to the Pre-Closing Engagements.

  • EXHIBIT 3.21 Form of POL Agreement EXHIBIT 4.4 Form of Opinion of Parent Counsel EXHIBIT 6.8(b) Form of Severance Agreement EXHIBIT 6.8(c) Form of Officers' Consulting Agreement EXHIBIT 6.15(a) Form of Opinion of Company In-House Counsel EXHIBIT 6.15(b) Form of Opinion of Company Special Counsel EXHIBIT 7.3 Form of ▇▇.

  • Be on time and prepared for meetings and court proceedings as arranged with Client and/or Respondent Parent Counsel.

  • Following the delivery of the Tax Representation Letters pursuant to the preceding sentence, (A) Company shall use its commercially reasonable efforts to cause Company Counsel to deliver to it a tax opinion satisfying the requirements of Item 601 of Regulation S-K under the Securities Act; and (B) Parent shall use its commercially reasonable efforts to cause Parent Counsel to deliver to it a tax opinion satisfying the requirements of Item 601 of Regulation S-K under the Securities Act.

  • In the event counsel other than Parent Counsel or Company Counsel is to render the tax opinion described in Section 7.2(e) or Section 7.3(c), references in this Section 6.12(b) to Company Counsel or Parent Counsel shall be deemed references to such other counsel, as applicable.

  • The Company shall have received an opinion of Parent Counsel in substantially the form of Exhibit C.


More Definitions of Parent Counsel

Parent Counsel means ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇ LLP.
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Parent Counsel means ▇▇▇▇▇ ▇▇▇▇▇▇ LLP or other Parent counsel designated by Parent.
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Parent Counsel means Morse, Zelnick, Rose & Lander, LLP.
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Parent Counsel. , as used in this clause, means the Department of Energy Patent Counsel assisting the procuring activity.
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Parent Counsel means ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ LLP, with offices at ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇.
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Parent Counsel means Sichenzia ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ LLP, ▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇.
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Related to Parent Counsel

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

  • Placement Agent Counsel means ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ & Schole LLP, with offices located at ▇▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇-▇▇▇▇.

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

  • Co-Lead Counsel or “Settlement Counsel” shall mean ▇▇▇▇ ▇. ▇▇▇▇▇ of ▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇ LLP and ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ of ▇▇▇▇▇, ▇▇▇▇▇▇ & ▇▇▇▇▇▇, LLP.