Common use of Provision Respecting Legal Representation Clause in Contracts

Provision Respecting Legal Representation. (a) Each of the Parties acknowledges that Xxxxx Xxxxx L.L.P. has represented Parent prior to the Closing in connection with this Agreement and the transactions contemplated hereby, as well as prior transactions involving Parent. Each Party, on its own behalf and on behalf of its Other Parties, irrevocably acknowledges and agrees that all communications between Parent and its counsel and information or documents subject to attorney work-product protection made in connection with the negotiation, preparation, execution and delivery of and closing under, or any Proceeding arising under or in connection with, this Agreement, which, immediately prior to the Closing, would be deemed to be a privileged communication or subject to attorney work-product protection and would not be subject to disclosure to any Party or its Other Parties, shall continue after the Closing to be a privileged communication between Parent and its counsel or attorney work-product, and neither a Party, its Other Parties nor anyone acting or purporting to act on behalf of or through them shall be entitled to use or seek to obtain the same by any process on the grounds that the privilege attached to such communication or attorney work-product belongs to such Party or its Other Parties and not to Parent or its counsel. Any access thereto by a Party or its Other Parties shall not waive or otherwise affect the rights of Parent with respect to the related privilege.

Appears in 3 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger, Agreement and Plan of Merger (Valero Energy Partners Lp)

AutoNDA by SimpleDocs

Provision Respecting Legal Representation. (a) Each of the Parties acknowledges It is acknowledged that Xxxxx Xxxxx L.L.P. Xxxxxxxxx LLP has represented Parent the Partnership Conflicts Committee prior to the Closing in connection with this Agreement and the transactions contemplated herebyTransactions, as well as prior transactions involving Parentthe Partnership. Each Party, on its own behalf and on behalf of its Other Parties, irrevocably acknowledges and agrees that all communications between Parent the Partnership Conflicts Committee and its counsel and information or documents subject to attorney work-product protection made in connection with the negotiation, preparation, execution and delivery of and closing under, or any Proceeding claim, dispute, proceeding or obligation arising under or in connection with, with this Agreement, which, immediately prior to the Closing, would be deemed to be a privileged communication or subject to attorney work-product protection and would not be subject to disclosure to any a Party or its Other Parties, shall continue after the Closing to be a privileged communication between Parent the Partnership Conflicts Committee and its counsel or attorney work-work product, and neither a Party, its Other Parties nor anyone acting or purporting to act on behalf of or through them shall be entitled to use or seek to obtain the same by any process on the grounds that the privilege attached to such communication or attorney work-product belongs to such the Party or its Other Parties and not to Parent the Partnership Conflicts Committee or its counsel. Any access thereto by a Party or its Other Parties shall not waive or otherwise affect the rights of Parent the Partnership Conflicts Committee with respect to the related privilege.

Appears in 2 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Tallgrass Energy GP, LP)

Provision Respecting Legal Representation. (a) Each of the Parties acknowledges It is acknowledged that Xxxxx Xxxxx L.L.P. Xxxxxxxxx LLP has represented Parent the WES Special Committee prior to the Closing in connection with this Agreement and the transactions contemplated hereby, as well as prior transactions involving ParentWES. Each Partyparty, on its own behalf and on behalf of its Other PartiesAffiliates and Representatives, irrevocably acknowledges and agrees that all communications between Parent the WES Special Committee and its counsel and information or documents subject to attorney work-product protection made in connection with the negotiation, preparation, execution and delivery of and closing under, or any Proceeding claim, dispute, proceeding or obligation arising under or in connection with, with this Agreement, which, immediately prior to the Closing, would be deemed to be a privileged communication or subject to attorney work-product protection and would not be subject to disclosure to any Party a party or its Other PartiesAffiliates or Representatives, shall continue after the Closing to be a privileged communication between Parent the WES Special Committee and its counsel or attorney work-work product, and neither a Partyparty, its Other Parties Affiliates or Representatives nor anyone acting or purporting to act on behalf of or through them shall be entitled to use or seek to obtain the same by any process on the grounds that the privilege attached to such communication or attorney work-product belongs to such Party the party or its Other Parties Affiliates or Representatives and not to Parent the WES Special Committee or its counsel. Any access thereto by a Party party or its Other Parties Affiliates or Representatives shall not waive or otherwise affect the rights of Parent the WES Special Committee with respect to the related privilege.

Appears in 1 contract

Samples: Contribution Agreement and Agreement and Plan of Merger (Western Gas Partners LP)

AutoNDA by SimpleDocs

Provision Respecting Legal Representation. (a) Each of the Parties acknowledges It is acknowledged that Xxxxx Xxxxx L.L.P. Xxxxxxxxx LLP has represented Parent the XXX Special Committee prior to the Closing in connection with this Agreement and the transactions contemplated hereby, as well as prior transactions involving ParentXXX. Each Partyparty, on its own behalf and on behalf of its Other PartiesAffiliates and Representatives, irrevocably acknowledges and agrees that all communications between Parent the XXX Special Committee and its counsel and information or documents subject to attorney work-product protection made in connection with the negotiation, preparation, execution and delivery of and closing under, or any Proceeding claim, dispute, proceeding or obligation arising under or in connection with, with this Agreement, which, immediately prior to the Closing, would be deemed to be a privileged communication or subject to attorney work-product protection and would not be subject to disclosure to any Party a party or its Other PartiesAffiliates or Representatives, shall continue after the Closing to be a privileged communication between Parent the XXX Special Committee and its counsel or attorney work-work product, and neither a Partyparty, its Other Parties Affiliates or Representatives nor anyone acting or purporting to act on behalf of or through them shall be entitled to use or seek to obtain the same by any process on the grounds that the privilege attached to such communication or attorney work-product belongs to such Party the party or its Other Parties Affiliates or Representatives and not to Parent the XXX Special Committee or its counsel. Any access thereto by a Party party or its Other Parties Affiliates or Representatives shall not waive or otherwise affect the rights of Parent the XXX Special Committee with respect to the related privilege.

Appears in 1 contract

Samples: Contribution Agreement and Agreement (Anadarko Petroleum Corp)

Time is Money Join Law Insider Premium to draft better contracts faster.