Common use of Provision Respecting Legal Representation Clause in Contracts

Provision Respecting Legal Representation. Each Party to this Agreement agrees, on its own behalf and on behalf of its Affiliates and Representatives, that Xxxxxxxx & Xxxxx LLP may serve as counsel to Seller or any of its Affiliates, on the one hand, and EBH, on the other hand, in connection with the negotiation, preparation, execution and delivery of the Transaction Agreements and the consummation of the Transactions, and that, following consummation of the Transactions, Xxxxxxxx & Xxxxx LLP may serve as counsel to Seller or any of its Affiliates or any Representative of any such party, in connection with any Action or arising out of or relating to the Transactions and the Transaction Agreements, notwithstanding such prior representation of EBH, and each Party consents thereto and waives any conflict of interest arising therefrom, and each Party shall cause its Affiliates and Representatives to consent to waive any conflict of interest arising therefrom.

Appears in 1 contract

Samples: Equity Purchase Agreement (Wynn Resorts LTD)

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Provision Respecting Legal Representation. Each Party to this Agreement agrees, on its own behalf and on behalf of its Affiliates and Representatives, that Xxxxxxxx & Xxxxx Txxxxxxx Hxxx LLP may serve as counsel to Seller or any of its AffiliatesSellers, on the one hand, and EBHany Seller, on the other hand, in connection with the negotiation, preparation, execution and delivery of the Transaction Agreements and the consummation of the Transactions, and that, following consummation of the Transactions, Xxxxxxxx & Xxxxx Txxxxxxx Hxxx LLP may serve as counsel to any Seller or any of its Affiliates Affiliate or any Representative of any such partySeller, in connection with any Action litigation, claim or obligation arising out of or relating to the Transactions and the Transaction Agreements, Agreements notwithstanding such prior representation of EBH, any Seller and each Party consents thereto and waives any conflict of interest arising therefrom, and each Party shall cause its Affiliates and Representatives to consent to waive any conflict of interest arising therefromfrom such representation.

Appears in 1 contract

Samples: Asset Purchase Agreement (Williams Industrial Services Group Inc.)

Provision Respecting Legal Representation. Each Party to this Agreement agrees, on its own behalf and on behalf of its Affiliates and Representatives, that Xxxxxxxx Xxxx, Gotshal & Xxxxx Xxxxxx LLP may serve as counsel to the Seller or any of its AffiliatesParties, on the one hand, and EBHany Transferred Entity, on the other hand, in connection with the negotiation, preparation, execution and delivery of the Transaction Agreements and the consummation of the Transactions, and that, following consummation of the Transactions, Xxxxxxxx Xxxx, Gotshal & Xxxxx Xxxxxx LLP may serve as counsel to any Seller Party or any of its Affiliates Affiliate or any Representative of any such partySeller Party, in connection with any Action litigation, claim or obligation arising out of or relating to the Transactions and the Transaction Agreements, Agreements notwithstanding such prior representation of EBH, any Transferred Entity and each Party consents thereto and waives any conflict of interest arising therefrom, and each Party shall cause its Affiliates and Representatives to consent to waive any conflict of interest arising therefromfrom such representation.

Appears in 1 contract

Samples: Stock and Asset Purchase Agreement

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Provision Respecting Legal Representation. Each Party to this Agreement agrees, on its own behalf and on behalf of its Affiliates and Representatives, that Xxxx, Weiss, Rifkind, Xxxxxxx & Xxxxxxxx & Xxxxx LLP may serve as counsel to Seller or any of its AffiliatesSubsidiaries, on the one hand, and EBHany Transferred Entity, on the other hand, in connection with the negotiation, preparation, execution and delivery of the Transaction Agreements and the consummation of the Transactions, and that, following consummation of the Transactions, Xxxx, Weiss, Rifkind, Xxxxxxx & Xxxxxxxx & Xxxxx LLP may serve as counsel to Seller or any of its Affiliates Subsidiaries or any Representative of any such party, in connection with any Action litigation, claim or obligation arising out of or relating to the Transactions and the Transaction Agreements, Agreements notwithstanding such prior representation of EBH, any Transferred Entity and each Party consents thereto and waives any conflict of interest arising therefrom, and each Party shall cause its Affiliates and Representatives to consent to waive any conflict of interest arising therefromfrom such representation.

Appears in 1 contract

Samples: Equity and Asset Purchase Agreement (Danaher Corp /De/)

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