Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Company), and the opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to any action taken or omitted by it in good faith and in accordance with such opinion.
Appears in 102 contracts
Samples: Rights Agreement (Compass Minerals International Inc), Rights Agreement (Columbus McKinnon Corp), Rights Agreement (KOHLS Corp)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Company), and the opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to any action taken or omitted to be taken by it in good faith and in accordance with such opinion.
Appears in 27 contracts
Samples: Rights Agreement (Toreador Resources Corp), Rights Agreement (BioSig Technologies, Inc.), Rights Agreement (Chembio Diagnostics, Inc.)
Legal Counsel. The Rights Agent may consult with legal counsel ------------- selected by it (who may be legal counsel for the Company), and the opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to any action taken or omitted by it in good faith and in accordance with such opinion.
Appears in 8 contracts
Samples: Rights Agreement (Kilroy Realty Corp), Rights Agreement (Southwest Water Co), Rights Agreement (Keystone Automotive Industries Inc)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the CompanyCorporation), and the opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to any action taken or omitted to be taken by it in good faith and in accordance with such opinion.
Appears in 7 contracts
Samples: Shareholder Rights Plan Agreement (Polymet Mining Corp), Shareholder Rights Plan Agreement (Endeavour Silver Corp), Shareholder Rights Plan Agreement (Canarc Resource Corp)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Company), and the opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to any action taken taken, suffered or omitted by it in good faith and in accordance with such opinion.
Appears in 6 contracts
Samples: Rights Agreement (Design Within Reach Inc), Rights Agreement (SyntheMed, Inc.), Rights Agreement (Rudolph Technologies Inc)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the CompanyCompany or an employee of the Rights Agent), and the advice or opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to and the Rights Agent shall incur no liability for or in respect of any action taken taken, suffered or omitted by it in good faith and in accordance with such advice or opinion.
Appears in 5 contracts
Samples: Rights Agreement (Eagle Materials Inc), Rights Agreement (Gen Probe Inc), Rights Agreement (Cellstar Corp)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Company), and the opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to any action taken or omitted by it in good faith and in accordance with such opinion.
Appears in 5 contracts
Samples: Rights Agreement (Aep Industries Inc), Rights Agreement (Providence Service Corp), Rights Agreement (Aep Industries Inc)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Company), and the advice or opinion of such counsel shall be full and complete authorization and protection to the Rights Agent, and the Rights Agent as to shall incur no liability for or in respect of, any action taken taken, suffered or omitted by it in good faith and in accordance with such advice or opinion.
Appears in 4 contracts
Samples: Rights Agreement (Aclara Biosciences Inc), Rights Agreement (Coach Inc), Rights Agreement (Coach Inc)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the CompanyCompany or an employee or legal counsel of the Rights Agent), and the advice or opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to and the Rights Agent shall incur no liability for or in respect of any action taken taken, suffered or omitted to be taken by it in good faith and in accordance with such advice or opinion.
Appears in 4 contracts
Samples: Rights Agreement (Bank of Marin Bancorp), Rights Agreement (Warrior Met Coal, Inc.), Rights Agreement (Skullcandy, Inc.)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Company), and the opinion or advice of such counsel shall be full and complete authorization and protection to the Rights Agent as to any action taken or omitted by it in good the absence of bad faith and in accordance with such opinion.
Appears in 3 contracts
Samples: Tidewater (Tidewater Inc), Tax Benefits Preservation Plan (Tetra Technologies Inc), Tax Benefits Preservation Plan (Tetra Technologies Inc)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it of its selection (who may be legal counsel for the Company), and the opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to any action taken or omitted by it in good faith and in accordance with such opinion.
Appears in 3 contracts
Samples: Rights Agreement (Sizeler Property Investors Inc), Rights Agreement (Sizeler Property Investors Inc), Rights Agreement (Sizeler Property Investors Inc)
Legal Counsel. The Rights Agent may consult with legal ------------- counsel selected by it (who may be legal counsel for the Company), and the opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to any action taken or omitted by it in good faith and in accordance with such opinion.
Appears in 3 contracts
Samples: Rights Agreement (Tivo Inc), Rights Agreement (Tivo Inc), Rights Agreement (Amgen Inc)
Legal Counsel. The Rights Agent may consult with outside or internal legal counsel selected by it (who may be legal counsel for the CompanyCompany and/or the Board), and the advice or opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to and the Rights Agent shall incur no liability for or in respect of any action taken taken, suffered or omitted to be taken by it in good faith and in accordance with such advice or opinion.
Appears in 2 contracts
Samples: Tax Benefit Preservation Plan (Leap Wireless International Inc), Tax Benefit Preservation Plan (Leap Wireless International Inc)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the CompanyCompany or an employee of the Rights Agent), and the opinion or advice of such counsel shall be full and complete authorization and protection to the Rights Agent as to and the Rights Agent shall incur no liability for or in respect of any action taken or omitted by it in good the absence of bad faith and in accordance with such opinion.
Appears in 2 contracts
Samples: Rights Agreement (Infocus Corp), Rights Agreement (Infocus Corp)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Company), and the advice or opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to and the Rights Agent shall incur no liability for or in respect of any action taken or omitted by it in good the absence of bad faith and in accordance with such advice or opinion.
Appears in 2 contracts
Samples: Tax Benefit Preservation Plan (Bebe Stores, Inc.), Sale Agreement (B. Riley Financial, Inc.)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the CompanyCompany or an employee of the Rights Agent), and the advice or opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to and the Rights Agent shall incur no liability for or in respect of any action taken taken, suffered or omitted by it in good the absence of bad faith and in accordance with such advice or opinion.
Appears in 2 contracts
Samples: Rights Agreement (GeoEye, Inc.), Tax Benefit Preservation Plan (Usec Inc)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Company), and the opinion of such counsel shall be full and complete authorization and protection to the Rights Agent and the Rights Agent shall incur no liability as to any action taken or omitted by it in good faith and in accordance with such opinion.
Appears in 2 contracts
Samples: Rights Agreement (Cubic Corp /De/), Rights Agreement
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Company), and the advice or opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to and the Rights Agent shall incur no liability for or in respect of any action taken taken, suffered or omitted to be taken by it in good the absence of bad faith and in accordance with such advice or opinion.
Appears in 2 contracts
Samples: Benefit Preservation Plan (Extreme Networks Inc), Tax Benefit Preservation Plan (Maxar Technologies Inc.)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Company), and the opinion or advice of such counsel shall be full and complete authorization and protection to the Rights Agent, and the Rights Agent as to shall have no liability in respect of any action taken or omitted by it in good the absence of bad faith and in accordance with such advice or opinion.
Appears in 2 contracts
Samples: Rights Agreement, Rights Agreement (Spok Holdings, Inc)
Legal Counsel. The Rights Agent may consult with legal ------------- counsel selected by it (who may be legal counsel for the Company), and the advice or opinion of such counsel shall be full and complete authorization and protection to the Rights Agent, and the Rights Agent as to shall incur no liability for or in respect of any action taken taken, suffered or omitted by it in good faith and in accordance with such advice or opinion.
Appears in 2 contracts
Samples: Rights Agreement (Varco International Inc /De/), Rights Agreement (Varco International Inc /De/)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Company), and the opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to any action taken or omitted by it to be taken in good faith and in accordance with such opinion.
Appears in 2 contracts
Samples: Shareholder Rights Plan Agreement (Coral Gold Resources, Ltd.), Shareholder Rights Plan Agreement (Avino Silver & Gold Mines LTD)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the CompanyCompany or an employee of the Rights Agent), and the advice or opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to in respect of any action taken taken, suffered or omitted by it in good the absence of gross negligence, bad faith and willful misconduct and in accordance with such opinion.
Appears in 2 contracts
Samples: Rights Agreement (Pericom Semiconductor Corp), Rights Agreement (Pericom Semiconductor Corp)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Company), and the opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to and the Rights Agent shall incur no liability for or in respect of any action taken taken, suffered or omitted to be taken by it in good faith and in accordance with such opinion.
Appears in 2 contracts
Samples: Rights Agreement (Alamosa PCS Holdings Inc), Rights Agreement (Alamosa Holdings Inc)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Company), and the written advice or opinion of such counsel shall be full and complete authorization and protection to the Rights Agent, and the Rights Agent as to shall incur no liability for or the respect of any action taken taken, suffered, or omitted by it in good faith and in accordance with such written advice or opinion.
Appears in 2 contracts
Samples: Rights Agreement (Biomarin Pharmaceutical Inc), Rights Agreement (Cato Corp)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Company), and the opinion or advice of such counsel shall be full and complete authorization and protection to the Rights Agent and the Rights Agent shall have no liability as to any action taken or omitted by it in good the absence of bad faith and in accordance with such opinionopinion or advice.
Appears in 2 contracts
Samples: Benefits Preservation Plan (CarParts.com, Inc.), Benefits Preservation Plan (CarParts.com, Inc.)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it ------------- (who may be legal counsel for the Company), and the opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to any action taken or omitted to be taken by it in good faith and in accordance with such opinion.
Appears in 2 contracts
Samples: Rights Agreement (Cellstar Corp), Rights Agreement (Cellstar Corp)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Rights Agent or the Company), and the advice or opinion of such counsel shall be full and complete authorization and protection to the Rights Agent, and the Rights Agent as to shall incur no liability for, or in respect of any action taken taken, suffered or omitted to be taken by it in good faith and in accordance with such advice or opinion.
Appears in 2 contracts
Samples: Tax Benefit Preservation Plan (Upland Software, Inc.), Southwest Gas Holdings, Inc.
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Company), and the advice or opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to any action taken taken, suffered or omitted by it in good faith and in accordance with such advice or opinion.
Appears in 1 contract
Legal Counsel. The Rights Agent may consult with the legal counsel selected by it (who may be legal counsel for the Company), and the opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to any action taken or omitted by it in good faith and in accordance with such its opinion.
Appears in 1 contract
Samples: Form of Rights Agent Agreement (Healthy Planet Products Inc)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the CompanyCompany or an employee of the Rights Agent), and the advice or opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to in respect of any action taken taken, suffered or omitted by it in good faith and in accordance with such opinion.
Appears in 1 contract
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Company), and the advice or opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to and the Rights Agent shall incur no liability for or in respect of any action taken taken, suffered or omitted by it in good faith and in accordance with such advice or opinion.
Appears in 1 contract
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Company), and the opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to any action taken or omitted by it in good faith and in accordance with such opinion.
Appears in 1 contract
Samples: Termination Agreement (Alpharma Inc)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the CompanyCompany or an employee of the Rights Agent), and the advice or opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to and the Rights Agent shall incur no liability for or in respect of any action taken taken, suffered or omitted by it in good faith and in accordance with such advice or opinion.
Appears in 1 contract
Samples: Rights Agreement (Micrel Inc)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Company), and the advice or opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to any action taken or omitted by it in good faith and in accordance with such advice or opinion.
Appears in 1 contract
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the CompanyCompany or an employee of the Rights Agent), and the written advice or opinion of such counsel shall be full and complete authorization and protection to the Rights Agent, and the Rights Agent as to shall incur no liability for or in respect of any action taken taken, suffered, or omitted by it in good faith and in accordance with such advice or opinion.
Appears in 1 contract
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Company), and the advice or opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to with respect to, and the Rights Agent shall incur no liability for or in respect of, any action taken taken, suffered or omitted to be taken by it in good faith and in accordance with such opinion.
Appears in 1 contract
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Company), and the opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to any action taken or omitted by it in good faith and in accordance with such opinion.complete
Appears in 1 contract
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Company), and the opinion advice of such counsel shall be full and complete authorization and protection to the Rights Agent, and the Rights Agent as to shall incur no liability for, or in respect of any action taken or omitted by it in good faith and in accordance with such advice or opinion.
Appears in 1 contract
Samples: Tax Benefit Preservation Plan (American Airlines Group Inc.)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Company), and the opinion of such counsel shall be full and complete authorization and protection to the Rights Agent and the Rights Agent shall incur no liability in respect of or as to any action taken taken, suffered or omitted by it in good faith and in accordance with such opinion.
Appears in 1 contract
Samples: Rights Agreement (Cancervax Corp)
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the CompanyRights Agent or the Company or an employee of the Rights Agent), and the advice or opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to and the Rights Agent shall incur no liability for or in respect of any action taken or omitted to be taken by it in good the absence of bad faith and in accordance with such advice or opinion.
Appears in 1 contract
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Company), and the advice or opinion of such counsel shall be full and complete authorization and protection to the Rights Agent as to any with respect to, and the Rights Agent shall incur no liability for or in respect of, action taken taken, suffered or omitted by it in good faith and in accordance with such advice or opinion.
Appears in 1 contract
Legal Counsel. The Rights Agent may consult with legal counsel selected by it (who may be legal counsel for the Company), and the advice or opinion of such counsel shall be full and complete authorization and protection to the Rights Agent, and the Rights Agent as to shall incur no liability for or the respect or any action taken taken, suffered, or omitted by it in good faith and in accordance with such opinion.
Appears in 1 contract
