Counsel to Clause Samples

The "Counsel to" clause designates the legal representatives or attorneys acting on behalf of a party in a contract or legal matter. This clause typically identifies the law firm or individual lawyer authorized to receive notices, communications, or service of process related to the agreement. By clearly specifying who serves as counsel, the clause ensures that all formal correspondence and legal documents are properly directed, thereby reducing the risk of miscommunication and ensuring that each party's legal interests are adequately represented and protected.
Counsel to the Agent shall not have objected in writing or shall not have failed to give his consent to the Offering Documents (which objection or failure to give consent shall not have been done unreasonably).
Counsel to. [Preferred Holder] shall be reimbursed by the Company for all reasonable documented fees and expenses incurred on behalf of the Preferred Stockholders with respect to the Proposed Transaction and Chapter 11 Case. If [Preferred Holders] counsel acts as counsel to the Consenting Preferred Stockholders prior to the filing of the Chapter 11 Case, the Company shall likewise pay all of its reasonable documented fees and expenses. In the Chapter 11 Case, the Company shall support a motion under Section 503(b) of the Bankruptcy Code for allowance and payment of fees and expenses for [Preferred Holders] counsel whether they are acting for [Preferred Holder] or the Consenting Preferred Stockholders.
Counsel to the Borrower shall have delivered to the Agent an opinion in form and substance satisfactory to the Agent and its counsel. (a) The Borrower shall have complied and shall then be in compliance with all of the terms, covenants and conditions of this Amendment and Supplement and the Loan Agreement as amended hereby; (b) After giving effect to the transactions contemplated hereby, there shall exist no Default or Event of Default under the Loan Agreement; and (c) The representations and warranties contained in Article 3 of the Loan Agreement shall be true and correct on the date hereof and after giving effect to this Amendment and Supplement, the Loan Agreement as amended hereby and the transactions contemplated hereunder and thereunder; and the Agent shall have received a Compliance Certificate dated the date hereof to the foregoing effect.
Counsel to the Transferee Junior Mezzanine Borrower and replacement guarantors and indemnitors shall deliver to Lender opinions in form and substance satisfactory to Lender as to such matters as Lender and the Rating Agencies, if applicable, shall require, which may include opinions as to substantially the same matters as were required in connection with the origination of the Loan including, without limitation, a bankruptcy non-consolidation opinion and a perfection opinion;

Related to Counsel to

  • Counselling Counselling for affected employees and family will be made available as necessary.

  • Counsel Fees The Administrative Agent shall have received full payment from the Borrower of the fees and expenses of ▇▇▇▇▇ ▇▇▇▇ & ▇▇▇▇▇▇▇▇ LLP described in Section 9.03 which are billed through the Effective Date and which have been invoiced one Business Day prior to the Effective Date.

  • Legal Counsel Opinions Upon the request of the Buyer from to time to time, the Company shall be responsible (at its cost) for promptly supplying to the Company’s transfer agent and the Buyer a customary legal opinion letter of its counsel (the “Legal Counsel Opinion”) to the effect that the resale of the Conversion Shares and/or Exercise Shares by the Buyer or its affiliates, successors and assigns is exempt from the registration requirements of the 1933 Act pursuant to Rule 144 (provided the requirements of Rule 144 are satisfied and provided the Conversion Shares and/or Exercise Shares are not then registered under the 1933 Act for resale pursuant to an effective registration statement) or other applicable exemption (provided the requirements of such other applicable exemption are satisfied). In addition, the Buyer may (at the Company’s cost) at any time secure its own legal counsel to issue the Legal Counsel Opinion, and the Company will instruct its transfer agent to accept such opinion. The Company hereby agrees that it may never take the position that it is a “shell company” in connection with its obligations under this Agreement or otherwise.

  • Counselors A. Newly ordered file cabinets for Counselors will have locks. No Counselors shall be held accountable, unless through their own negligence, for the loss of school records unless there is a secure place for storage. B. Counselors, although generally working the same overall hours as teachers, shall be allowed to use flexible hours if it improves their service to pupils. C. The duty of maintaining school attendance records and of coordinating school transportation services shall not be assigned to Counselors. D. Counselors shall not be required, except in an emergency, to handle homeroom assignments, schedule or score large-scale tests, prepare school master schedules, complete entries and withdrawals and schedule conferences between classroom teachers and parents. E. Every effort will be made, in accordance with the BCPSS Master Plan adopted and updated by the Board, to provide school counselors with access to computers, telephones, private consultation space and clerical services. F. The Board will make every effort to reduce the case-load of Counselors. In furtherance of this objective, a committee shall be established consisting of three (3) members selected by the Union and three (3) members selected by the Board to review the current status of the effort. G. The Board and the Union will form a committee with three (3) members appointed by each to review the utilization and effectiveness of school counseling services and make recommendations to improve services to students. One additional task of the committee shall be to develop a counselor evaluation instrument. H. Substitutes shall be hired for counselors out for long-term illness. I. Counselors shall have access to clerical services. J. Formal observation of counselors shall only be done by the Office of guidance Services personnel, holding National Counselor Certification (NCC) credential and/or a Maryland Professional Counselor’s License.

  • Company Counsel Legal Opinion ▇▇▇▇▇ shall have received the opinions of Company Counsel required to be delivered pursuant to Section 7(n) on or before the date on which such delivery of such opinion is required pursuant to Section 7(n).