Disclosure and Waiver of Conflicts. The Members acknowledge and agree that: (i) the attorney that prepared this Operating Agreement ("Attorney") acted as legal counsel to the Company and not to any of the Members; (ii) the Members have been advised by the Attorney that the interests of the Members are opposed to each other and are opposed to the interests of the Company 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 have waived their right to do so; and (iii) jointly and severally forever waive any claim that the Attorney's representation of the Company or preparation of this Operating Agreement constitutes a conflict of interest.
Appears in 3 contracts
Samples: Operating Agreement, Operating Agreement (Accelera Innovations, Inc.), Operating Agreement (Accelera Innovations, Inc.)
Disclosure and Waiver of Conflicts. The 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 and not to any of the MembersCompany; (ii) the Members have been advised by the Attorney that the interests of the Members are may be opposed to each other and are opposed to the interests of the Company and, accordingly, the Attorney's ’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 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 ’s representation of the Company or preparation of this Operating Agreement constitutes a conflict of interest.
Appears in 3 contracts
Samples: Operating Agreement (Aleris International, Inc.), Limited Liability Company Operating Agreement (FDR Ireland LTD), Limited Liability Company Operating Agreement (FDR Ireland LTD)
Disclosure and Waiver of Conflicts. The In connection with the preparation of this Agreement, the Members acknowledge and agree that: (ia) the attorney that prepared this Operating Agreement ("!Attorney"”) acted as legal counsel to the Company and not to any of the MembersCompany; (iib) the Members have been advised by the Attorney that the interests of the Members are opposed to each other and are opposed to the interests of the Company and, accordingly, the Attorney's Attorney"s representation of the Company may not be in the best interests of the Members; and (iiic) each of the Members has been advised by the Attorney to retain separate legal counsel. Notwithstanding the foregoing, the Members (ia) desire the Attorney to represent the Company; (iib) acknowledge that they have been advised to retain separate counsel and have waived their right to do so; and (iiic) jointly and severally forever waive any claim that the Attorney's Attorney"s representation of the Company or preparation of this Operating Agreement constitutes a conflict of interest.
Appears in 1 contract
Samples: Operating Agreement
Disclosure and Waiver of Conflicts. The In connection with the preparation of this Agreement, the Members acknowledge and agree that: (ia) the attorney that prepared this Operating Agreement ("“Attorney"”) acted as legal counsel to the Company and not to any of the MembersCompany; (iib) the Members have been advised by the Attorney that the interests of the Members are opposed to each other and are opposed to the interests of the Company and, accordingly, the Attorney's representation of the Company may not be in the best interests of the Members; and (iiic) each of the Members has been advised by the Attorney to retain separate legal counsel. Notwithstanding the foregoing, the Members (ia) desire the Attorney to represent the Company; (iib) acknowledge that they have been advised to retain separate counsel and have waived their right to do so; and (iiic) jointly and severally forever waive any claim that the Attorney's representation of the Company or preparation of this Operating Agreement constitutes a conflict of interest.
Appears in 1 contract
Samples: Operating Agreement
Disclosure and Waiver of Conflicts. The In connection with the preparation of this Agreement, the Members acknowledge and agree that: (ia) the attorney that prepared this Operating Agreement ("“Attorney"”) acted as legal counsel to the Company and not to any of the MembersCompany; (iib) the Members have been advised by the Attorney that the interests of the Members are opposed to each other and are opposed to the interests of the Company and, accordingly, the Attorney's ’s representation of the Company may not be in the best interests of the Members; and (iiic) each of the Members has been advised by the Attorney to retain separate legal counsel. Notwithstanding the foregoing, the Members (ia) desire the Attorney to represent the Company; (iib) acknowledge that they have been advised to retain separate counsel and have waived their right to do so; and (iiic) jointly and severally forever waive any claim that the Attorney's ’s representation of the Company or preparation of this Operating Agreement constitutes a conflict of interest.
Appears in 1 contract
Samples: Operating Agreement
Disclosure and Waiver of Conflicts. The In connection with the preparation of this Agreement, the Members acknowledge and agree that: (ia) the attorney that prepared this Operating Agreement ("“Attorney"”) acted as legal counsel to the Company and not to any of the MembersCompany; (iib) the Members have been advised by the Attorney that the interests of the Members are opposed to each other and are opposed to the interests of the Company and, accordingly, the Attorney's ’s representation of the Company may not be in the best interests of the Members; and (iiic) each of the Members has been advised by the Attorney to retain separate legal counsel. Notwithstanding the foregoing, the Members (ia) desire the Attorney to represent the Company; (iib) acknowledge that they have been advised to retain separate counsel and have waived their right to do so; and (iiic) jointly and severally forever waive any claim that the Attorney's ’s representation of the Company or preparation of this Operating Agreement constitutes a conflict of interest. Further, this Agreement shall be construed without regard to its drafter, and shall be construed as though each Member participated equally in the drafting of this Agreement.
Appears in 1 contract
Samples: Operating Agreement