Common use of Conflicts; Privilege Clause in Contracts

Conflicts; Privilege. Recognizing that Lxxxxx & Wxxxxxx LLP has acted as legal counsel to Seller and its Affiliates, and that Lxxxxx & Wxxxxxx LLP intends to act as legal counsel to Seller and its Affiliates after the Closing, Purchaser hereby waives, on its own behalf and agrees to cause its Affiliates to waive, any conflicts that may arise in connection with Lxxxxx & Wxxxxxx LLP representing Seller and its Affiliates prior to the Closing or after the Closing as such representation may relate to Seller and its Affiliates or the transactions contemplated hereby. In addition, all communications involving attorney-client confidences between Seller and its Affiliates prior to the Closing, on the one hand, and Lxxxxx & Wxxxxxx LLP, on the other hand, in the course of the negotiation, documentation and consummation of the transactions contemplated hereby shall be deemed to be attorney-client confidences that belong solely to Seller and its Affiliates. Accordingly, Purchaser and its Affiliates shall not control the privilege with respect to any such communications or their access to the files of Lxxxxx & Wxxxxxx LLP relating to such engagement from and after the Closing.

Conflicts; Privilege. Recognizing that Lxxxxx & Wxxxxxx LLP has acted as legal counsel to Seller and its Affiliates, and that Lxxxxx & Wxxxxxx LLP intends to act as legal counsel to Seller and its Affiliates after the ClosingEffective Date, Purchaser hereby waives, on its own behalf and agrees to cause its Affiliates to waive, any conflicts that may arise in connection with Lxxxxx & Wxxxxxx LLP representing Seller and its Affiliates prior to the Closing Effective Date or after the Closing Effective Date as such representation may relate to Seller and its Affiliates or the transactions contemplated hereby. In addition, all communications involving attorney-client confidences between Seller and its Affiliates prior to the ClosingEffective Date, on the one hand, and Lxxxxx & Wxxxxxx LLP, on the other hand, in the course of the negotiation, documentation and consummation of the transactions contemplated hereby shall be deemed to be attorney-client confidences that belong solely to Seller and its Affiliates. Accordingly, Purchaser and its Affiliates shall not control the privilege with respect to any such communications or their access to the files of Lxxxxx & Wxxxxxx LLP relating to such engagement from and after the ClosingEffective Date.

Conflicts; Privilege. Recognizing that Lxxxxx Xxxxxx & Wxxxxxx Xxxxxxx LLP has acted as legal counsel to Seller and its Affiliates, and that Lxxxxx Xxxxxx & Wxxxxxx Xxxxxxx LLP intends to act as legal counsel to Seller and its Affiliates after the ClosingEffective Date, Purchaser hereby waives, on its own behalf and agrees to cause its Affiliates to waive, any conflicts that may arise in connection with Lxxxxx Xxxxxx & Wxxxxxx Xxxxxxx LLP representing Seller and its Affiliates prior to the Closing Effective Date or after the Closing Effective Date as such representation may relate to Seller and its Affiliates or the transactions contemplated hereby. In addition, all communications involving attorney-client confidences between Seller and its Affiliates prior to the ClosingEffective Date, on the one hand, and Lxxxxx Xxxxxx & Wxxxxxx Xxxxxxx LLP, on the other hand, in the course of the negotiation, documentation and consummation of the transactions contemplated hereby shall be deemed to be attorney-client confidences that belong solely to Seller and its Affiliates. Accordingly, Purchaser and its Affiliates shall not control the privilege with respect to any such communications or their access to the files of Lxxxxx Xxxxxx & Wxxxxxx Xxxxxxx LLP relating to such engagement from and after the ClosingEffective Date.

Conflicts; Privilege. Recognizing that Lxxxxx Xxxxxx & Wxxxxxx Xxxxxxx LLP has acted as legal counsel to Seller and its Affiliates, and that Lxxxxx Xxxxxx & Wxxxxxx Xxxxxxx LLP intends to act as legal counsel to Seller and its Affiliates after the Closing, Purchaser hereby waives, on its own behalf and agrees to cause its Affiliates to waive, any conflicts that may arise in connection with Lxxxxx Xxxxxx & Wxxxxxx Xxxxxxx LLP representing Seller and its Affiliates prior to the Closing or after the Closing as such representation may relate to Seller and its Affiliates or the transactions contemplated hereby. In addition, all communications involving attorney-client confidences between Seller and its Affiliates prior to the Closing, on the one hand, and Lxxxxx Xxxxxx & Wxxxxxx Xxxxxxx LLP, on the other hand, in the course of the negotiation, documentation and consummation of the transactions contemplated hereby shall be deemed to be attorney-client confidences that belong solely to Seller and its Affiliates. Accordingly, Purchaser and its Affiliates shall not control the privilege with respect to any such communications or their access to the files of Lxxxxx Xxxxxx & Wxxxxxx Xxxxxxx LLP relating to such engagement from and after the Closing.