Representation By Counsel; Interpretation. Seller and Buyer each acknowledge that it has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of law, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party that drafted it, has no application and is expressly waived.
Appears in 6 contracts
Samples: Asset Purchase Agreement (Rhythm Pharmaceuticals, Inc.), PRV Transfer Agreement (Gw Pharmaceuticals PLC), PRV Transfer Agreement (Biohaven Pharmaceutical Holding Co Ltd.)
Representation By Counsel; Interpretation. Seller and Buyer each acknowledge that it has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of law, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party that drafted it, has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of Seller and Buyer.
Appears in 5 contracts
Samples: Asset Purchase Agreement (Bioblast Pharma Ltd.), Asset Purchase Agreement (Seelos Therapeutics, Inc.), Asset Purchase Agreement (Apricus Biosciences, Inc.)
Representation By Counsel; Interpretation. Seller and Buyer Xxxxx each acknowledge that it has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of law, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party that drafted it, has no application and is expressly waived.
Appears in 4 contracts
Samples: Asset Purchase Agreement (Valneva SE), Asset Purchase Agreement (Bluebird Bio, Inc.), Asset Purchase Agreement (Bluebird Bio, Inc.)
Representation By Counsel; Interpretation. Seller and Buyer each acknowledge acknowledges that it has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of law, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party that drafted it, has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of Seller and Buyer.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Retrophin, Inc.), Asset Purchase Agreement (Retrophin, Inc.), Asset Purchase Agreement (Retrophin, Inc.)
Representation By Counsel; Interpretation. Seller and Buyer each acknowledge that it each has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this AgreementAsset Purchase. Accordingly, any rule of law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party party that drafted it, it has no application and is expressly waived. The provisions of this Agreement will be interpreted in a reasonable manner to effect the intent of Buyer and Seller.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Miramar Labs, Inc.), Asset Purchase Agreement (Miramar Labs, Inc.)
Representation By Counsel; Interpretation. Purchaser and the Seller and Buyer each acknowledge that it each of them has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this Agreementhereby. Accordingly, any rule of law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party party that drafted it, it has no application and is expressly waived.
Appears in 2 contracts
Samples: Procurement Agreement (Opnext Inc), Procurement Agreement (Opnext Inc)
Representation By Counsel; Interpretation. Seller and Buyer Xxxxx each acknowledge that it has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of law, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party that drafted it, has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of Seller and Buyer.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Avalo Therapeutics, Inc.), Asset Purchase Agreement (Travere Therapeutics, Inc.)
Representation By Counsel; Interpretation. Seller Seller, Shareholder and Buyer each Purchaser acknowledge that it has they have been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party party that drafted it, it has no application and any such right is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of Seller, Shareholder and Purchaser.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Ideal Accents Inc), Asset Purchase Agreement (Ideal Accents Inc)
Representation By Counsel; Interpretation. Seller and Buyer each acknowledge that it each party to this Agreement has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of law, Law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement herein against the Party party that drafted it, it has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of the Buyer and Seller.
Appears in 2 contracts
Samples: Purchase Agreement (Affiliated Computer Services Inc), Purchase Agreement (Mellon Financial Corp)
Representation By Counsel; Interpretation. Seller and Buyer each acknowledge acknowledges that it has been represented by its own legal counsel or has had the opportunity to be represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of law, or law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party party that drafted it, it has no application and is expressly waivedwaived by such parties. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of the parties hereto.
Appears in 2 contracts
Samples: Merger Agreement (Planetrx Com), Agreement and Plan of Reorganization (Myturn Com Inc)
Representation By Counsel; Interpretation. Buyer and Seller and Buyer each acknowledge that it has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of law, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party party that drafted it, has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of Buyer and Seller.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Inktomi Corp), Stock Purchase Agreement (Lee Enterprises Inc)
Representation By Counsel; Interpretation. Seller and Buyer each acknowledge that it each party to this Agreement has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of lawLaw, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party party that drafted it, it has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of Buyer and Seller.
Appears in 2 contracts
Samples: Purchase Agreement (Response Usa Inc), Purchase Agreement (BKR Inc)
Representation By Counsel; Interpretation. Seller Seller, the Trust and Buyer each acknowledge that it each party to this Agreement has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of law, Law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party party that drafted it, it has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of Buyer, Seller and the Trust, and no rule of strict construction shall be applied against any party to this Agreement.
Appears in 2 contracts
Samples: Share Purchase Agreement (American Industrial Properties Reit Inc), Share Purchase Agreement (Usaa Real Estate Co)
Representation By Counsel; Interpretation. Seller and Buyer Purchaser each acknowledge that it each party to this Agreement has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party party that drafted it, it has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of Seller and Purchaser.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Ikanos Communications), Asset Purchase Agreement (Ikanos Communications)
Representation By Counsel; Interpretation. Seller and Buyer each acknowledge that it each has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this AgreementTransaction. Accordingly, any rule of law, Law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party party that drafted it, it has no application and is expressly waived. The provisions of this Agreement will be interpreted in a reasonable manner to effect the intent of Buyer and Seller.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Dj Orthopedics Inc), Asset Purchase Agreement (Orthologic Corp)
Representation By Counsel; Interpretation. Seller and Buyer each acknowledge that it has been represented by its own legal counsel in connection with this Agreement and the transactions Asset Purchase contemplated by this Agreement. Accordingly, any rule of law, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party that drafted it, has no application and is expressly waived.
Appears in 1 contract
Representation By Counsel; Interpretation. Seller Buyer and Buyer each Sellers acknowledge that it each has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of law, Law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party party that drafted it, it has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of Buyer and Sellers.
Appears in 1 contract
Samples: Asset Purchase Agreement (Curative Health Services Inc)
Representation By Counsel; Interpretation. Seller The Sellers and Buyer each acknowledge that it each of them has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this Agreementhereby. Accordingly, any rule of law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party party that drafted it, it has no application and is expressly waived.
Appears in 1 contract
Representation By Counsel; Interpretation. Seller and Buyer Bxxxx each acknowledge that it has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of law, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party that drafted it, has no application and is expressly waived.
Appears in 1 contract
Samples: Asset Purchase Agreement (Argenx Se)
Representation By Counsel; Interpretation. Seller and Buyer each acknowledge that it each has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this AgreementTransactions. Accordingly, any rule of law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party party that drafted it, it has no application and is expressly waived. The provisions of this Agreement will be interpreted in a reasonable manner to effect the intent of Buyer and Seller.
Appears in 1 contract
Samples: Asset Purchase Agreement (Corio Inc)
Representation By Counsel; Interpretation. Seller Seller, and Buyer each acknowledge Principal Shareholder, acknowledges that it each has been represented by its own legal counsel or has had the opportunity to be represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of law, or law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party party that drafted it, it has no application and is expressly waivedwaived by such parties. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of the parties hereto.
Appears in 1 contract
Representation By Counsel; Interpretation. Buyer and Seller and Buyer each acknowledge that it each Party to this Agreement has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of law, Law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party party that drafted it, it has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of Buyer and Seller.
Appears in 1 contract
Representation By Counsel; Interpretation. Seller on one hand and Buyer on the other hand, each acknowledge that it has such parties have been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this AgreementTransactions. Accordingly, any rule of law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party party that drafted it, it has no application and any such right is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to affect the intent of Seller and Buyer.
Appears in 1 contract
Samples: Stock Purchase Agreement (Mercantile Bancorp, Inc.)
Representation By Counsel; Interpretation. Seller Sellers and Buyer each acknowledge that it each has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this AgreementTransaction. Accordingly, any rule of law, Law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party party that drafted it, it has no application and is expressly waived. The provisions of this Agreement will be interpreted in a reasonable manner to effect the intent of Buyer, PTEK and Sellers.
Appears in 1 contract
Samples: Membership Interests Purchase Agreement (Ptek Holdings Inc)
Representation By Counsel; Interpretation. Each Seller Party and Buyer each acknowledge acknowledges that it has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of law, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party that drafted it, has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of the Seller Parties and Buyer.
Appears in 1 contract
Samples: Stock Purchase Agreement
Representation By Counsel; Interpretation. Seller Seller, Buyer and Buyer Parent each acknowledge that it each party to this Agreement has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of law, Law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party party that drafted it, it has no application and is expressly waived.
Appears in 1 contract
Representation By Counsel; Interpretation. Seller Sellers and Buyer each acknowledge that it each party to this Agreement has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party party that drafted it, it has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of the parties.
Appears in 1 contract
Samples: Asset Purchase Agreement (New World Coffee Manhattan Bagel Inc)
Representation By Counsel; Interpretation. Seller The Sellers and Buyer the Buyers each acknowledge that it each party to this Agreement has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of law, Law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party party that drafted it, it has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of the Buyer and the Seller.
Appears in 1 contract
Representation By Counsel; Interpretation. Seller Sellers and Buyer each acknowledge that it each of them has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this Agreementhereby. Accordingly, any rule of law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party party that drafted it, it has no application and is expressly waived.
Appears in 1 contract
Representation By Counsel; Interpretation. Seller Seller, Buyer and Buyer each Parent acknowledge that it each of them has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this AgreementContemplated Transactions. Accordingly, any rule of law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party party that drafted it, it has no application and is expressly waived.
Appears in 1 contract
Representation By Counsel; Interpretation. Seller and Buyer each acknowledge that it has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of law, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party that drafted it, has no application and is expressly waived.. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of Seller and Buyer. (SIGNATURE PAGE FOLLOWS)
Appears in 1 contract
Samples: Asset Purchase Agreement
Representation By Counsel; Interpretation. Seller and Buyer each acknowledge that it has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this AgreementAsset Purchase. Accordingly, any rule of law, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party that drafted it, has no application and is expressly waived.
Appears in 1 contract
Samples: Asset Purchase Agreement (Argenx Se)
Representation By Counsel; Interpretation. Seller Sellers and Buyer each acknowledge that it each party to this Agreement has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of law, Law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement herein against the Party party that drafted it, it has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of the Buyer and Sellers.
Appears in 1 contract
Representation By Counsel; Interpretation. Seller and Buyer Xxxxx each acknowledge acknowledges that it has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of law, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party that drafted it, has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of Seller and Buyer.
Appears in 1 contract
Representation By Counsel; Interpretation. The Seller Parties and Buyer each acknowledge that it each has been represented by its own legal counsel in connection with this Agreement and the transactions contemplated by this AgreementTransactions. Accordingly, any rule of law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party party that drafted it, it has no application and is expressly waived. The provisions of this Agreement will be interpreted in a reasonable manner to effect the intent of Buyer and Seller.
Appears in 1 contract
Samples: Asset Purchase Agreement (Great American Family Parks Inc)
Representation By Counsel; Interpretation. Seller and Buyer each acknowledge that it each party to this Agreement has been represented by its own legal separate counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of law, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the Party party that drafted it, it has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of Buyer and Seller.
Appears in 1 contract
