Company Legal Matters. Each party hereto hereby agrees and acknowledges that Nxxx, Gxxxxx & Exxxxxxxx LLP (“Company Counsel”) is acting as counsel to the Company in connection with the transactions contemplated by the Restructuring Agreement and may act as counsel to the Board and/or the Company in connection with the management and operation of the Company, the making, holding and disposing of its assets, any dispute that may arise between the Stockholders, on the one hand, and the Board and/or the Company, on the other or other matters related to the Company (collectively, the “Company Legal Matters”). For the avoidance of doubt, Company Counsel is not representing any Stockholder in his, her or its capacity as a Stockholder in connection with this Agreement or any other agreement contemplated by the Restructuring Agreement. Each party hereto acknowledges and agrees that Company Counsel is not currently representing, and will not in the future represent, any Stockholder in connection with Company Legal Matters unless Company Counsel agrees in writing to do so and appropriate conflict waivers have been received, if necessary. Each Stockholder hereby acknowledges and agrees that if he, she or it desires counsel on a Company Legal Matter, he, she or it will retain his, her or its own independent counsel with respect thereto and will pay all fees and expenses of such independent counsel. Each party hereto acknowledges and agrees that Company Counsel may represent the Board and the Company and its Affiliates in connection with any and all Company Legal Matters (including, without limitation, the transactions contemplated by this Agreement and any dispute between the Board, the Company or any of its Affiliates and one or more Stockholders) and waives any present or future conflict of interest arising from Company Counsel’s representation regarding such matters. Each party hereto (a) agrees that, to the extent permitted under applicable ethical standards, Company Counsel may represent stockholders, directors, officers and employees of the Company in any matter that is not directly adverse to the Company and (b) waives any present or future conflict of interest arising from Company Counsel’s representation regarding any such matter.
Company Legal Matters. Each Member hereby agrees and acknowledges that:
Company Legal Matters. Good Hemp, Inc. and Simple Growth, for themselves and their respective members, managers, partners, officers, directors, owners, employees, agents or Affiliates, each hereby acknowledge that Good Hemp, Inc., as the holder of a majority of the Preferred and Common Units, considered as a single class, has engaged Xxxxxxx Xxxxxxxx & Xxxxx, PLLC to represent Good Hemp, Inc. in connection with the formation of the Company and the offering of Units in the Company. Good Hemp, Inc. may also engage Xxxxxxx Xxxxxxxx & Xxxxx, PLLC to represent the Company in connection with the Company’s. Simple Growth agrees that Xxxxxxx Xxxxxxxx & Xxxxx, PLLC may represent Good Hemp, Inc. and the Company in connection with any Company legal matters (including any dispute where either or both of Good Hemp, Inc. and the Company are adverse to Simple Growth). Simple Growth waives any present or prospective conflict of interest which Xxxxxxx Xxxxxxxx & Xxxxx, PLLC has, or may be deemed to have, in connection with representing the Company on any matter. Xxxxxxx Xxxxxxxx & Xxxxx, PLLC has not and will not represent Simple Growth or any of its employees, agents or Affiliates in any capacity, including without limitation, in connection with the formation of the Company, the issuance of Units in the Company or the Company’s operations. Simple Growth has had the opportunity to engage its own independent legal and tax counsel to advise it in connection with the formation of the Company and the issuance of Units in the Company.
