Common use of Representation and costs Clause in Contracts

Representation and costs. It is hereby acknowledged by each of the Parties hereto that Lang Mxxxxxxx LLP, Lawyers – Patent & Trade Mxxx Agents, act solely for the Optionee, and, correspondingly, that each of the Optionors has been required by each of Lang Mxxxxxxx LLP and the Optionee to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Mxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Optionee and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Optionee for certain of such persons to act in a similar capacity while acting for the Optionee as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Mxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Mxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Mxxxxxxx LLP, shall be at the cost of the Optionee.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that Lang Mxxxxxxx Xxxxxxxx LLP, Lawyers – - Patent & Trade Mxxx Xxxx Agents, act acts solely for the OptioneeCompany, and, correspondingly, that each of the Optionors Consultant has been required by each of Lang Mxxxxxxx Xxxxxxxx LLP and the Optionee Company to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Mxxxxxxx Xxxxxxxx. LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Optionee Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Optionee Company for certain of such persons to act in a similar capacity while acting for the Optionee Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Mxxxxxxx Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Mxxxxxxx Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Mxxxxxxx Xxxxxxxx LLP, shall be at the cost of the OptioneeCompany.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that Lang Mxxxxxxx Xxxxxxxx LLP, Lawyers – - Patent & Trade Mxxx Xxxx Agents, act solely for the OptioneeCompany, and, correspondingly, that each of the Optionors Executive has been required by each of Lang Mxxxxxxx Xxxxxxxx LLP and the Optionee Company to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Mxxxxxxx Xxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Optionee Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Optionee Company for certain of such persons to act in a similar capacity while acting for the Optionee Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Mxxxxxxx Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Mxxxxxxx Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Mxxxxxxx Xxxxxxxx LLP, shall be at the cost of the OptioneeCompany.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that Lang Mxxxxxxx LLP, Lawyers – Patent & Trade Mxxx Agents, act solely the Escrow Agent acts as legal counsel for the Optionee, and, correspondingly, that each of the Optionors has been required by each of Lang Mxxxxxxx LLP Borrower. The Borrower and the Optionee to obtain independent legal advice with respect to its review and execution Lender hereby waive any claim that they may have against the Escrow Agent having a conflict of this Agreementinterest in the representation of any party hereto. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Mxxxxxxx LLP, the Escrow Agent and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Optionee and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Optionee for certain of such persons to act in a similar capacity while acting for the Optionee as counselBorrower. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Mxxxxxxx LLPthe Escrow Agent, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, to waive and such conflict and to obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent conflict. Consequent thereon, Lang Mxxxxxxx LLPthe Escrow Agent, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Mxxxxxxx LLPthe Escrow Agent, shall be at the cost of the OptioneeBorrower.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that Lang Mxxxxxxx Xxxxxxxx LLP, Lawyers – - Patent & Trade Mxxx Xxxx Agents, act acts solely for the OptioneeCompanies, and, correspondingly, that each of the Optionors Employee has been required by each of Lang Mxxxxxxx Xxxxxxxx LLP and the Optionee Companies to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Mxxxxxxx Xxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Optionee Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Optionee Company for certain of such persons to act in a similar capacity while acting for the Optionee Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Mxxxxxxx Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Mxxxxxxx Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Mxxxxxxx Xxxxxxxx LLP, shall be at the cost of the OptioneeCompany.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that Lang Mxxxxxxx XxXxxxxx LLP, Lawyers – - Patent & Trade Mxxx Xxxx Agents, act solely for the Optionee, Purchaser and, correspondingly, that each of the Optionors Vendor has been required by each of Lang Mxxxxxxx XxXxxxxx LLP and the Optionee Purchaser to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Mxxxxxxx XxXxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Optionee Purchaser and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Optionee Purchaser for certain of such persons to act in a similar capacity while acting for the Optionee Purchaser as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Mxxxxxxx XxXxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Mxxxxxxx XxXxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Mxxxxxxx XxXxxxxx LLP, shall be at the cost of the OptioneePurchaser.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that Lang Mxxxxxxx Xxxxxxxx LLP, Lawyers – - Patent & Trade Mxxx Xxxx Agents, act solely for the Optionee, and, correspondingly, that each of the Optionors Optionor has been required by each of Lang Mxxxxxxx Xxxxxxxx LLP and the Optionee to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Mxxxxxxx Xxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Optionee Purchaser and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Optionee for certain of such persons to act in a similar capacity while acting for the Optionee as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Mxxxxxxx Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Mxxxxxxx Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Mxxxxxxx Xxxxxxxx LLP, shall be at the cost of the Optionee.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that Lang Mxxxxxxx Xxxxxxxx LLP, Lawyers – - Patent & Trade Mxxx Xxxx Agents, act acts solely for the OptioneeCompany, and, correspondingly, that each of the Optionors Xxxxxx has been required by each of Lang Mxxxxxxx Xxxxxxxx LLP and the Optionee Company to obtain independent legal advice with respect to its review and execution of this AgreementContract. In addition, it is hereby further acknowledged and agreed by the Parties parties hereto that Lang Mxxxxxxx Xxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Optionee Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Optionee Company for certain of such persons to act in a similar capacity while acting for the Optionee Company as counsel. Correspondingly, and even where, as a result of this AgreementContract, the consent of each Party party hereto to the role and capacity of Lang Mxxxxxxx Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Mxxxxxxx Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement Contract and, in particular, that the costs involved in the preparation of this Agreementthe Contract, and all documentation necessarily incidental thereto, by Lang Mxxxxxxx Xxxxxxxx LLP, shall be at the cost of the OptioneeCompany.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that Lang Mxxxxxxx Xxxxxxxx LLP, Lawyers – - Patent & Trade Mxxx Xxxx Agents, act acts solely for the OptioneeCompany, and, correspondingly, that each of the Optionors Employee has been required by each of Lang Mxxxxxxx Xxxxxxxx LLP and the Optionee Company to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Mxxxxxxx Xxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Optionee Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Optionee Company for certain of such persons to act in a similar capacity while acting for the Optionee Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Mxxxxxxx Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Mxxxxxxx Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Mxxxxxxx Xxxxxxxx LLP, shall be at the cost of the OptioneeCompany.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that Lang Mxxxxxxx Xxxxxxxx LLP, Lawyers – - Patent & Trade Mxxx Xxxx Agents, act solely for the OptioneePurchaser, and, correspondingly, that each of the Optionors has Vendors and the Company have been required by each of Lang Mxxxxxxx Xxxxxxxx LLP and the Optionee Purchaser to obtain independent legal advice with respect to its review their respective reviews and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Mxxxxxxx Xxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Optionee Purchaser and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Optionee Purchaser for certain of such persons to act in a similar capacity while acting for the Optionee Purchaser as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Mxxxxxxx Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Mxxxxxxx Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Mxxxxxxx Xxxxxxxx LLP, shall be at the cost of the OptioneeCompany.

Representation and costs. 9.8 It is hereby acknowledged by each of the Parties hereto that Lang Mxxxxxxx Xxxxxxxx LLP, Lawyers – -- Patent & Trade Mxxx Xxxx Agents, act acts solely for the OptioneeCompany, and, correspondingly, that each of the Optionors Consultant has been required by each of Lang Mxxxxxxx Xxxxxxxx LLP and the Optionee Company to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Mxxxxxxx Xxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Optionee Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Optionee Company for certain of such persons to act in a similar capacity while acting for the Optionee Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Mxxxxxxx Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Mxxxxxxx Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Mxxxxxxx Xxxxxxxx LLP, shall be at the cost of the Optionee.Company. Applicable law

Representation and costs. It is hereby acknowledged by each of the Parties hereto that Lang Mxxxxxxx LLPXxxxxx Xxxxxx, Lawyers – Patent & Trade Mxxx AgentsBarristers and Solicitors, act acts solely for the OptioneePPMH, and, correspondingly, that each of the Optionors has Pooled Shareholder and the Pooling Trustee have been required by each of Lang Mxxxxxxx LLP and the Optionee PPMH to obtain independent legal advice with respect to its review their respective reviews and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Mxxxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Optionee PPMH and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Optionee PPMH for certain of such persons to act in a similar capacity while acting for the Optionee PPMH as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Mxxxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Mxxxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Mxxxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, shall be at the cost of the Optionee.PPMH. 8.7

Representation and costs. It is hereby acknowledged by each of the Parties hereto that Lang Mxxxxxxx LLPXxxxxx Xxxxxx, Lawyers – Patent & Trade Mxxx AgentsBarristers and Solicitors, act acts solely for the OptioneeBorrower, and, correspondingly, that each of the Optionors Lender has been required by each of Lang Mxxxxxxx LLP Xxxxxx Xxxxxx and the Optionee Borrower to obtain independent legal advice with respect to its the Lender’s review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Mxxxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Optionee Borrower and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Optionee Borrower for certain of such persons to act in a similar capacity while previously acting for the Optionee Borrower as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Mxxxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Mxxxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Mxxxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, shall be at the cost of the OptioneeBorrower.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that Lang Mxxxxxxx Xxxxxxxx LLP, Lawyers – - Patent & Trade Mxxx Xxxx Agents, act solely for the OptioneePurchaser, and, correspondingly, that each of the Optionors has Vendor Group and the Company have been required by each of Lang Mxxxxxxx Xxxxxxxx LLP and the Optionee Purchaser to obtain independent legal advice with respect to its review their respective reviews and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Mxxxxxxx Xxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Optionee Purchaser and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Optionee Purchaser for certain of such persons to act in a similar capacity while acting for the Optionee Purchaser as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Mxxxxxxx Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Mxxxxxxx Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Mxxxxxxx Xxxxxxxx LLP, shall be at the cost of the OptioneeCompany.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that Lang Mxxxxxxx Xxxxxxxx LLP, Lawyers – - Patent & Trade Mxxx Xxxx Agents, act acts solely for the OptioneeCompany, and, correspondingly, that each of the Optionors Employee has been required by each of Lang Mxxxxxxx Xxxxxxxx LLP and the Optionee Company to obtain independent legal advice with respect to its his review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Mxxxxxxx Xxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Optionee Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Optionee Company for certain of such persons to act in a similar capacity while acting for the Optionee Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Mxxxxxxx Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Mxxxxxxx Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Mxxxxxxx LLP, shall be at the cost of the Optionee.