Conflict Waiver; Attorney-Client Privilege. (a) Each of the parties hereto acknowledges and agrees, on its own behalf and on behalf of its directors, members, shareholders, partners, officers, employees and affiliates, that: (i) Rxxx Xxxxx LLP has acted as counsel to (A) the Company, (B) Parent and (C) the Members (collectively, the “Seller Group”), in connection with the negotiation, preparation, execution and delivery of this Agreement and the consummation of the Transactions. Buyer irrevocably agrees, and shall cause each of Parent and the Company to agree, that, following consummation of the Transactions, such representation and any prior representation of the Company or Parent by Rxxx Xxxxx LLP (or any successor) (“Seller Group Law Firm”) shall not preclude Seller Group Law Firm from serving as counsel to the Seller Group or any director, member, shareholder, partner, officer or employee of the Seller Group, in connection with any litigation, claim or obligation arising out of or relating to this Agreement, the Transactions or the SPAC Transactions.
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Samples: Membership Interest Purchase Agreement (890 5th Avenue Partners, Inc.), Membership Interest Purchase Agreement (890 5th Avenue Partners, Inc.)
Conflict Waiver; Attorney-Client Privilege. (a) Each of the parties hereto acknowledges and agrees, on its own behalf and on behalf of its directors, members, shareholders, partners, officers, employees and affiliatesAffiliates, that:
(i) Rxxx Xxxxx Xxxxxxx Xxxxxx & Xxxx LLP has acted as counsel to (A) the Company, Company Group and (B) Parent Selling Parties and (C) the Members their Affiliates (collectively, the “Seller Group”), in connection with the negotiation, preparation, execution and delivery of this Agreement and the consummation of the Transactionstransactions contemplated hereby. Buyer irrevocably agrees, and shall cause each of Parent and the Company to agree, that, following consummation of the Transactionstransactions contemplated hereby, such representation and any prior representation of the Company or Parent Group by Rxxx Xxxxx LLP Xxxxxxx Xxxxxx & Xxxx PLLC (or any successor) (“Seller Group Law Firm”) shall not preclude Seller Group Law Firm from serving as counsel to the Seller Group or any director, member, shareholder, partner, officer or employee of the Seller Group, in connection with any litigation, claim or obligation arising out of or relating to this Agreement, the Transactions Agreement or the SPAC Transactionstransactions contemplated hereby.
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Samples: Stock Purchase Agreement (EnerSys)
Conflict Waiver; Attorney-Client Privilege. (a) Each of the parties hereto acknowledges and agrees, on its own behalf and on behalf of its directors, members, shareholders, partners, officers, employees and affiliates, that:
(i) Rxxx Xxxxx LLP has acted as counsel to (A) Seller and the Company, (B) Parent and (C) the Members Company (collectively, the “Seller Group”), in connection with the negotiation, preparation, execution and delivery of this Agreement and the consummation of the TransactionsContemplated Transaction. Buyer irrevocably agrees, and shall cause each of Parent and the Company to agree, that, following consummation of the TransactionsContemplated Transaction, such representation and any prior representation of the Company or Parent Seller by Rxxx Xxxxx LLP (or any successor) (“Seller Group Law Firm”) shall not preclude Seller Group Law Firm from serving as counsel to the Seller Group or any director, member, shareholder, partner, officer or employee of the Seller Group, in connection with any litigation, claim or obligation arising out of or relating to this Agreement, the Transactions Agreement or the SPAC Contemplated Transactions.
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Samples: Stock Purchase Agreement (Qualigen Therapeutics, Inc.)
Conflict Waiver; Attorney-Client Privilege. (a) Each of the parties hereto acknowledges and agrees, on its own behalf and on behalf of its directors, members, shareholders, partners, officers, employees and affiliatesAffiliates, that:
(i) Rxxx Xxxxx Gxxxxxxxx Txxxxxx, LLP has acted as counsel to (A) the Company, (B) Parent and (C) the Members (collectively, the “Seller Group”), Company in connection with the negotiation, preparation, execution and delivery of this Agreement Agreement, the other Transaction Documents and the consummation of the Transactionstransactions contemplated hereby. Buyer irrevocably agrees, and shall cause each of Parent and the Company to agree, that, following consummation of the Transactionstransactions contemplated hereby, such representation and any prior representation of the Company or Parent by Rxxx Xxxxx LLP Gxxxxxxxx Txxxxxx (or any successor) (“Seller Group Law Firm”) shall not preclude Seller Group Law Firm from serving as counsel to the Seller Group Shareholders or any director, member, shareholder, partner, officer or employee of the Seller GroupShareholders, in connection with any litigation, claim or obligation arising out of or relating to this Agreement, the Transactions Agreement or the SPAC Transactionstransactions contemplated hereby.
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