Common use of Attorney-Client Privilege and Conflict Waiver Clause in Contracts

Attorney-Client Privilege and Conflict Waiver. Xxxxx Day has represented the Sellers and their affiliates. All of the parties recognize the commonality of interest that exists and will continue to exist until Closing, and the parties agree that such commonality of interest should continue to be recognized after the Closing. Specifically, the parties agree that (i) Purchaser shall not, and shall cause the Companies not to, seek to have Xxxxx Day disqualified from representing the Sellers, the Seller Indemnitees and their respective affiliates in connection with any dispute that may arise between the Sellers, the Seller Indemnitees or their respective affiliates and Purchaser or the Companies in connection with this Agreement or the transactions contemplated hereby and (ii) in connection with any such dispute that may arise between the Sellers, the Seller Indemnitees or their respective affiliates and Purchaser, the Sellers, the Seller Indemnitees or their respective affiliates involved in such dispute (and not Purchaser) will have the right to decide whether or not to waive the attorney-client privilege that may apply to any communications between any Seller and Xxxxx Day that occurred before the Closing.

Attorney-Client Privilege and Conflict Waiver. Xxxxx Day has represented the Sellers and their affiliates. All of the parties recognize the commonality of interest that exists and will continue to exist until Closing, and the parties agree that such commonality of interest should continue to be recognized after the Closing. Specifically, the parties agree that (i) Purchaser shall not, and shall cause the Companies not to, seek to have Xxxxx Day disqualified from representing the Sellers, the Seller Indemnitees and their respective affiliates in connection with any dispute that may arise between the Sellers, the Seller Indemnitees or their respective affiliates and Purchaser or the Companies in connection with this Agreement or the transactions contemplated hereby and (ii) in connection with any such dispute that may arise between the Sellers, the Seller Indemnitees or their respective affiliates and Purchaser, the Sellers, the Seller Indemnitees or their respective affiliates involved in such 70 CLI-2060753v12 dispute (and not Purchaser) will have the right to decide whether or not to waive the attorney-client privilege that may apply to any communications between any Seller and Xxxxx Day that occurred before the Closing.

Attorney-Client Privilege and Conflict Waiver. Xxxxx Day has represented the Sellers Companies, the Subsidiary and their affiliatesthe Sellers. All of the parties recognize the commonality of interest that exists and will continue to exist until Closing, and the parties agree that such commonality of interest should continue to be recognized after the Closing. Specifically, the parties agree that (ia) Purchaser the Purchasers shall not, and shall not cause the Companies not or the Subsidiary to, seek to have Xxxxx Day disqualified from representing the Sellers, the Seller Indemnitees and their respective affiliates Affiliates in connection with any dispute that may arise between the Sellers, the Seller Indemnitees or their respective affiliates Affiliates and Purchaser the Purchasers, the Companies or the Companies Subsidiary in connection with this Agreement or the transactions contemplated hereby and (iib) in connection with any such dispute that may arise between the Sellers, the Seller Indemnitees or their respective affiliates Affiliates and Purchaserthe Purchasers, the Sellers, the Seller Indemnitees or their respective affiliates Affiliates involved in such dispute (and not Purchaserthe Purchasers) will have the right to decide whether or not to waive the attorney-client privilege that may apply to any communications between any Seller the Companies, the Subsidiary and Xxxxx Day that occurred before the Closing.

Attorney-Client Privilege and Conflict Waiver. Xxxxx Day has represented the Sellers and their affiliatesSeller. All of the parties recognize the commonality of interest that exists and will continue to exist until Closing, and the parties agree that such commonality of interest should continue to be recognized after the Closing. Specifically, the parties agree that (ia) Purchaser shall not, and shall cause the Companies not to, seek to have Xxxxx Day disqualified from representing the SellersSeller, the Seller Indemnitees and Indemnified Parties or any of their respective affiliates Affiliates in connection with any dispute that may arise between the SellersSeller, the Seller Indemnitees Indemnified Parties or any of their respective affiliates Affiliates and Purchaser or the Companies in connection with this Agreement Agreement, the other Transaction Agreements or the transactions contemplated hereby and thereby and (iib) in connection with any such dispute that may arise between the SellersSeller, the Seller Indemnitees Indemnified Parties or any of their respective Affiliates and Purchaser, Seller, the Seller Indemnified Parties or their respective affiliates and Purchaser, the Sellers, the Seller Indemnitees or their respective affiliates Affiliates involved in such dispute (and not the Purchaser) will have the right to decide whether or not to waive the attorney-client privilege that may apply to any communications between any Seller Transferred Employees and Xxxxx Day that occurred before the Closing.

Attorney-Client Privilege and Conflict Waiver. Xxxxx Day has represented the Sellers Company, its Subsidiaries and their affiliatesSeller. All of the parties Parties recognize the commonality of interest that exists and will continue to exist until Closing, and the parties Parties agree that such commonality of interest should continue to be recognized after the Closing. Specifically, the parties Parties agree that (i) Purchaser Buyer shall not, and shall not cause any member of the Target Companies not to, seek to have Xxxxx Day disqualified from representing the SellersSeller, the Seller Indemnitees Indemnified Parties and their respective affiliates Affiliates in connection with any dispute that may arise between the SellersSeller, the Seller Indemnitees Indemnified Parties or their respective affiliates Affiliates and Purchaser any of the Buyer Parties or the Companies Company in connection with this Agreement or the transactions contemplated hereby Contemplated Transactions and (iib) in connection with any such dispute that may arise between the SellersSeller, the Seller Indemnitees Indemnified Parties or their respective affiliates Affiliates and Purchaserthe Buyer Parties or the Company, the SellersSeller, the Seller Indemnitees Indemnified Parties or their respective affiliates Affiliates involved in such dispute (and not Purchaserthe Buyer Parties or the Company) will have the right to decide whether or not to waive the attorney-attorney client privilege that may apply to any communications between the Company, any Seller of its Subsidiaries and Xxxxx Day that occurred before the Closing.. ***** 68

Attorney-Client Privilege and Conflict Waiver. Xxxxx Day has represented the Sellers Company, its Subsidiaries and their affiliatesSeller. All of the parties Parties recognize the commonality of interest that exists and will continue to exist until Closing, and the parties Parties agree that such commonality of interest should continue to be recognized after the Closing. Specifically, the parties Parties agree that (i) Purchaser Buyer shall not, and shall not cause any member of the Target Companies not to, seek to have Xxxxx Day disqualified from representing the SellersSeller, the Seller Indemnitees Indemnified Parties and their respective affiliates Affiliates in connection with any dispute that may arise between the SellersSeller, the Seller Indemnitees Indemnified Parties or their respective affiliates Affiliates and Purchaser any of the Buyer Parties or the Companies Company in connection with this Agreement or the transactions contemplated hereby Contemplated Transactions and (iib) in connection with any such dispute that may arise between the SellersSeller, the Seller Indemnitees Indemnified Parties or their respective affiliates Affiliates and Purchaserthe Buyer Parties or the Company, the SellersSeller, the Seller Indemnitees Indemnified Parties or their respective affiliates Affiliates involved in such dispute (and not Purchaserthe Buyer Parties or the Company) will have the right to decide whether or not to waive the attorney-attorney client privilege that may apply to any communications between the Company, any Seller of its Subsidiaries and Xxxxx Day that occurred before the Closing.. *****