Disclosure and Waiver of Conflicts. In connection with the preparation of this Operating Agreement, the Members acknowledge and agree that: (i) the attorney that prepared this Operating Agreement (“Attorney”) acted as legal counsel to the Company; (ii) the Members have been advised by the Attorney that the interests of the Members may be opposed to each other and, accordingly, the Attorney’s representation of the Company may not be in the best interests of the Members; and (iii) each of the Members has been advised by the Attorney to retain separate legal counsel. Notwithstanding the foregoing, the Members (i) desire the Attorney to represent the Company; (ii) acknowledge that they have been advised to retain separate counsel and, if they have not done so, have waived their right to do so; and (iii) jointly and severally forever waive any claim that the Attorney’s representation of the Company constitutes a conflict of interest.
Disclosure and Waiver of Conflicts. The Parties acknowledge and agree that Xxxxx X. Xxxxxxxxx of S&A, the attorney that prepared this Stock Purchase Agreement did so at the request of Bonso and not at the request of either of the Parties. Further, each of Parties acknowledges that S&A did not represent them in this transaction, and that each Party was separately advised by S&A to retain a competent legal and a competent financial professional advisor of his choice to advise them with respect to the transaction that is the subject of this Agreement. Notwithstanding the foregoing, the Parties jointly and severally forever waive any claim that the S&A’s representation of Bonso or preparation of this Stock Purchase Agreement constitutes a conflict of interest.
Disclosure and Waiver of Conflicts. The parties acknowledge and agree that: (i) representatives of Xxxxxxxxx & Associates, P.C., the attorneys that prepared this Agreement (the “Attorney”), have acted as legal counsel to Starlight and to other entities that are either now or have been in the past affiliated with Starlight and its shareholders, officers and directors, (ii) Sing Kong and the Sing Kong Shareholders acknowledge that they have been advised by Attorney that Sing Kong and each individual Sing Kong Shareholder should have his or her own legal counsel to advise them with respect to this Agreement and the transactions that are contemplated by this Agreement, (iii) Sing Kong and the Sing Kong Shareholders have decided even after being advised by Attorney that they should each have their own separate legal counsel to not seek their own separate legal counsel, and (iv) Sing Kong and each of the Sing Kong Shareholders understand that Attorney is not representing Sing Kong or any of the individual Sing Kong Shareholders. Notwithstanding the foregoing, Starlight desires the Attorney to represent it, and the sole officer and director of Starlight does hereby forever waive any claim that the Attorney’s representation of Starlight or affiliates of Starlight in the past or at present constitutes a conflict of interest in the preparation of this Agreement and legal representation of Starlight in connection with the transactions contemplated by this Agreement. Notwithstanding the foregoing, Sing Kong and each of the Sing Kong Shareholders hereby forever waives any claim that they may now or may ever have against Attorney that Attorney violated ethical considerations relating to “conflict of interest” in connection with Attorney’s representation of Starlight in the preparation of this Agreement and legal representation of Starlight in connection with the transactions contemplated by this Agreement.
Disclosure and Waiver of Conflicts. The Parties acknowledge and agree that Henry F. Schlueter of Schlueter & Associates, P.C. the attorney that xxxxxxxx xxxx Xxxxk Puxxxxxx Xxreement (the "Attorney") has advised the Parties in the past and that the Attorney represents Glas-Aire. Notwithstanding the foregoing, the Parties jointly and severally forever waive any claim that the Attorney's representation of Glas-Aire or preparation of this Stock Purchase Agreement constitutes a conflict of interest. Further, each of the Parties acknowledge that they have executed conflict waiver letters for the benefit of Attorney in connection with this transaction.
Disclosure and Waiver of Conflicts. In connection with the preparation this Agreement, the Partners acknowledge and agree that they understand and acknowledge that the law firm of Strong & Xxxxx is representing all Partners and the Partnership in this transaction and that this multiple representation necessarily creates a conflict of interest. For example, if Strong & Xxxxx were representing only one party the firm may seek concessions and provisions in this Agreement which are not included herein. Notwithstanding the foregoing, the Partners (a) desire that Strong & Xxxxx represent the Partnership; and (b) jointly and severally forever waive any claim that Strong & Hanni’s representation of the Partnership constitutes a conflict of interest.
Disclosure and Waiver of Conflicts. In connection with the preparation of this Agreement, each of the Parties hereby acknowledge and agree that: (i) SPECTRUM LAW GROUP, LLP, the law firm that prepared this Agreement (“Spectrum”) acted as legal counsel to OXMI; (ii) Hemingxxx xxx xdvised by Spectrum that the interests of Hemingxxx xxx xe opposed to the interests of OXMI, and, accordingly, Spectrum’s representation of OXMI may not be in the best interests of Hemingxxx; xxx, (iii) Hemingxxx xxx xeen advised by Spectrum to retain separate legal counsel. Notwithstanding the foregoing, Hemingxxx xxxxxssly (i) desires that Spectrum represent OXMI; (ii) acknowledges that he has been advised to retain separate counsel, and as to any issues as to which he has not done so, has waived his right to do so; and, (iii) forever waives any claim that Spectrum’s representation and continued representation of OXMI constitutes a conflict of interest.
Disclosure and Waiver of Conflicts. In connection with the preparation of this Agreement, the Parties acknowledge and agree that: (i) the attorney that prepared this Agreement ("Attorney") acted as legal counsel to the Management Company; (ii) the Parties have been advised by the Attorney that the interests of the Parties may be opposed to each other and, accordingly, the Attorney’s representation of the Management Company may not be in the best interests of the Parties; and (iii) each of the Parties has been advised by the Attorney of their right to retain separate legal counsel. Notwithstanding the foregoing, the Parties (i) acknowledge that they have been advised of their right to retain separate counsel and have either done so or have waived their right to do so; and (ii) jointly and severally forever waive any claim that the Attorney’s representation of the Management Company constitutes a conflict of interest. AF-CH-HH acknowledges that it has retained CHSPSC, LLC’s counsel to represent it in connection with the negotiation and drafting of this Agreement.
Disclosure and Waiver of Conflicts. The Parties acknowledge and agree that Henry F. Schlueter of Schlueter & Associates, P.C. the attorney that xxxxxxxx xxxx Xxxeemexx (xxx "Attorney") has advised the Parties in the past and that the Attorney represents NFE. Notwithstanding the foregoing, the Parties jointly and severally forever waive any claim that the Attorney's representation of NFE or preparation of this Agreement constitutes a conflict of interest. Further, each of the Parties acknowledge that they have executed conflict waiver letters for the benefit of Attorney in connection with this transaction. [The remainder of this page is left blank intentionally]
Disclosure and Waiver of Conflicts. The parties acknowledge and agree that: (i) representatives of Xxxxxxxxx & Associates, P.C., the attorneys that prepared this Agreement (the “Attorney”), have acted as legal counsel to Xx. Xxxxxxx Xxxx and the Xxxxxxx Shareholders, (ii) Bitmis acknowledges it has been advised by the Attorney that Bitmis should have its own legal counsel to advise it with respect to this Agreement and the transactions that are contemplated by this Agreement, (iii) Bitmis has decided even after being advised by the Attorney that it should each have its own separate legal counsel to not seek its own separate legal counsel, and (iv) Bitmis understands that the Attorney is not representing Bitmis.
Disclosure and Waiver of Conflicts. The parties all acknowledge that the company's counsel, Gracin & Xxxxxx, has prepared this operating agreement on behalf of GDT TEK, Inc and in the course of their representation of the company, and that: The parties have had the opportunity to seek the advice of independent counsel; and, The parties jointly and severally waive any claim that Gracin & Xxxxxx representation of the company constitutes a conflict of interest; and, The parties have received no representations from Gracin & Xxxxxx about the tax consequences of this agreement; and, The parties have been advised that this agreement may have tax consequences; and, The parties have been advised to seek the advice of independent tax counsel; and, The parties have had the opportunity to seek the advice of independent tax counsel.
