Representation by Counsel. Each of the Parties acknowledges that it has been represented by counsel of its choice throughout all negotiations that have preceded the execution of this Agreement, and that it has executed this Agreement with the advice of such counsel. Each Party and its counsel cooperated and participated in the drafting and preparation of this Agreement, and any and all drafts of this Agreement exchanged among the Parties will be deemed the work product of all of the Parties and may not be construed against any Party by reason of its drafting or preparation. Accordingly, any rule of law or any legal decision that would require interpretation of any ambiguities in this Agreement against any Party that drafted or prepared it is of no application and is expressly waived by each of the Parties, and any controversy over interpretations of this Agreement will be decided without regard to events of drafting or preparation.
Appears in 28 contracts
Samples: Letter (Aeva Technologies, Inc.), Forte Biosciences, Inc., Zuora Inc
Representation by Counsel. Each of the Parties acknowledges that it has been represented by counsel of its choice throughout all negotiations that have preceded the execution and delivery of this Agreement, and that it has executed this Agreement with the advice of such counsel. Each Party and its counsel cooperated and participated in the drafting and preparation of this Agreement, and any and all drafts of this Agreement relating thereto exchanged among the Parties will shall be deemed the work product of all of the Parties and may not be construed against any Party by reason of its drafting or preparation. Accordingly, any rule of law or any legal decision that would require interpretation of any ambiguities in this Agreement against any Party that drafted or prepared it is of no application and is hereby expressly waived by each of the Parties, and any controversy over interpretations of this Agreement will shall be decided without regard to events of drafting or preparation.
Appears in 4 contracts
Samples: Letter Agreement, Letter Agreement (National CineMedia, Inc.), Letter Agreement (PHH Corp)
Representation by Counsel. Each of the Parties acknowledges that it has been represented by counsel of its choice throughout all negotiations that have preceded the execution of this Agreement, and that it has executed this Agreement with the advice of such counsel. Each Party and its counsel cooperated and participated in the drafting and preparation of this Agreement, and any and all drafts of this Agreement relating thereto exchanged among the Parties will be deemed the work product of all of the Parties and may not be construed against any Party by reason of its drafting or preparation. Accordingly, any rule of law or any legal decision that would require interpretation of any ambiguities in this Agreement against any Party that drafted or prepared it is of no application and is hereby expressly waived by each of the Parties, and any controversy over interpretations of this Agreement will be decided without regard to events of drafting or preparation.
Appears in 3 contracts
Samples: Singer Julian D., Yahoo Inc, Aviat Networks, Inc.
Representation by Counsel. Each of the Parties parties acknowledges that it has been represented by counsel of its choice throughout all negotiations that have preceded the execution of this Agreement, and that it has executed this Agreement with the advice of such counsel. Each Party party and its counsel cooperated and participated in the drafting and preparation of this Agreement, and any and all drafts of this Agreement relating thereto exchanged among the Parties parties will be deemed the work product of all of the Parties parties and may not be construed against any Party party by reason of its drafting or preparation. Accordingly, any rule of law or any legal decision that would require interpretation of any ambiguities in this Agreement against any Party party that drafted or prepared it is of no application and is hereby expressly waived by each of the Partiesparties, and any controversy over interpretations of this Agreement will be decided without regard to events of drafting or preparation.
Appears in 2 contracts
Samples: Nokomis Capital, L.L.C., Telenav, Inc.
Representation by Counsel. Each of the Parties acknowledges that it has been represented by counsel of its choice throughout all negotiations that have preceded the execution of this Agreement, and that it has executed this Agreement with the advice of such counsel. Each Party and its counsel cooperated and participated in the drafting and preparation of this Agreement, 4883-0158-4932.2 - 6/10/2022 2:47:05 PM and any and all drafts of this Agreement exchanged among the Parties will be deemed the work product of all of the Parties and may not be construed against any Party by reason of its drafting or preparation. Accordingly, any rule of law or any legal decision that would require interpretation of any ambiguities in this Agreement against any Party that drafted or prepared it is of no application and is expressly waived by each of the Parties, and any controversy over interpretations of this Agreement will be decided without regard to events of drafting or preparation.
Appears in 1 contract
Samples: ARCA Biopharma, Inc.
Representation by Counsel. Each of the Parties parties hereto acknowledges that it has been represented by independent counsel of its choice throughout all negotiations that have preceded the execution of this Agreement, Agreement and that it has executed this Agreement the same with consent and upon the advice of such said independent counsel. Each Party such party and its counsel cooperated and participated in the drafting and preparation of this AgreementAgreement and the documents referred to herein, and any and all drafts of this Agreement exchanged among the Parties will relating thereto shall be deemed the work product of all of the Parties parties and may not be construed against any Party party by reason of its drafting or preparation. Accordingly, any rule of law or any legal decision that would require interpretation of any ambiguities in this Agreement against any Party party that drafted or prepared it is of no application and is hereby expressly waived by each of the Parties, and any controversy over interpretations of this Agreement will be decided without regard to events of drafting or preparationwaived.
Appears in 1 contract
Samples: Contribution and Sale Agreement (Empire Petroleum Partners, LP)
Representation by Counsel. Each of the Parties acknowledges that it has been represented by independent counsel of its choice throughout all negotiations that have preceded the execution of this Agreement, Agreement and that it has executed this Agreement the same with consent and upon the advice of such said independent counsel. Each Party and its counsel cooperated and participated in the drafting and preparation of this Agreement and the documents referred to in this Agreement, and any and all drafts of relating to this Agreement exchanged among the Parties will shall be deemed the work product of all of the Parties and may not be construed against any Party by reason of its drafting or preparation. Accordingly, any rule of law or any legal decision that would require interpretation of any ambiguities in this Agreement against any Party that drafted or prepared it is of no application and is expressly waived by each of the Parties, and any controversy over interpretations of this Agreement will be decided without regard to events of drafting or preparationwaived.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (National Beef Packing Co LLC)
Representation by Counsel. Each of the Parties acknowledges that he or it has been had an opportunity to be represented by counsel of his or its choice throughout all negotiations that have preceded the execution of this Agreement, and that he or it has executed this Agreement with the advice of such counsel. Each Party and its such Party’s counsel cooperated and participated in the drafting and preparation of this Agreement, and any and all drafts of this Agreement exchanged among the Parties will be deemed the work product of all of the Parties and may not be construed against any Party by reason of his or its drafting or preparation. Accordingly, any rule of law or any legal decision that would require interpretation of any ambiguities in this Agreement against any Party that drafted or prepared it is of no application and is expressly waived by each of the Parties, and any controversy over interpretations of this Agreement will be decided without regard to events of drafting or preparation.
Appears in 1 contract
Samples: Twitter, Inc.
Representation by Counsel. Each of the Parties parties acknowledges that it has been represented by counsel of its choice throughout all negotiations that have preceded the execution of this AgreementAmendment, and that it has executed this Agreement Amendment with the advice of such counsel. Each Party party and its counsel cooperated and participated in the drafting and preparation of this AgreementAmendment, and any and all drafts of this Agreement relating thereto exchanged among the Parties parties will be deemed the work product of all of the Parties parties and may not be construed against any Party party by reason of its drafting or preparation. Accordingly, any rule of law or any legal decision that would require interpretation of any ambiguities in this Agreement Amendment against any Party party that drafted or prepared it is of no application and is hereby expressly waived by each of the Partiesparties, and any controversy over interpretations of this Agreement Amendment will be decided without regard to events of drafting or preparation.
Appears in 1 contract