Common use of Representation by Counsel Clause in Contracts

Representation by Counsel. Each of the parties has been represented by and has had an opportunity to consult legal counsel in connection with the negotiation and execution of this Agreement. No provision of this Agreement shall be construed against or interpreted to the disadvantage of any party by any court or arbitrator or any governmental authority by reason of such party having drafted or being deemed to have drafted such provision.

Appears in 40 contracts

Samples: Indemnification Agreement (Reservoir Media, Inc.), Separation Agreement (vTv Therapeutics Inc.), Indemnification Agreement (ADT Inc.)

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Representation by Counsel. Each of Party acknowledges that it has had the parties has been opportunity to be represented by and has had an opportunity to consult legal counsel in connection with this Agreement and the negotiation and execution of transactions contemplated by this Agreement. No provision Accordingly, any rule of law or any legal decision that would provide any Party with a defense to the enforcement of the terms of this Agreement against such Party based upon lack of legal counsel, shall be construed against or interpreted to the disadvantage of any party by any court or arbitrator or any governmental authority by reason of such party having drafted or being deemed to have drafted such provisionno application and is expressly waived.

Appears in 18 contracts

Samples: Transaction Support Agreement, Backstop Commitment Agreement, Backstop Commitment Agreement (Claires Stores Inc)

Representation by Counsel. Each of the parties Parties has been represented by and has had an opportunity to consult with legal counsel in connection with the drafting, negotiation and execution of this Agreement. No provision of this Agreement shall be construed against or interpreted to the disadvantage of any party Party by any court or arbitrator or any governmental authority Governmental Authority by reason of such party Party having drafted or being deemed to have drafted such provision.

Appears in 10 contracts

Samples: Registration Rights Agreement, Registration Rights Agreement, Registration Rights Agreement (Laureate Education, Inc.)

Representation by Counsel. Each of the parties Parties has been represented by and by, or has had an opportunity to consult with, legal counsel in connection with the drafting, negotiation and execution of this Agreement. No provision of this Agreement shall be construed against or interpreted to the disadvantage of any party Party by any court or arbitrator or any governmental authority Governmental Authority by reason of such party Party having drafted or being deemed to have drafted such provision.

Appears in 6 contracts

Samples: Limited Liability Company Agreement (EP Energy Corp), Limited Liability Company Agreement (EP Energy Corp), Limited Liability Company Agreement (EP Energy Corp)

Representation by Counsel. Each of the parties has been represented by and has had an opportunity to consult legal counsel in connection with the negotiation and execution of this Agreement. No provision of this Agreement shall be construed against or interpreted to the disadvantage of any party by any court or arbitrator or any governmental authority Governmental Authority by reason of such party having drafted or being deemed to have drafted such provision.

Appears in 5 contracts

Samples: Preemptive Rights Agreement, Stockholders and Registration Rights Agreement (Duane Reade Inc), Preemptive Rights Agreement (Dri I Inc)

Representation by Counsel. Each of the parties has been represented by and has had an opportunity to consult legal counsel in connection with the negotiation and execution of this Agreement. No Therefore, the parties intend that no provision of this Agreement shall be construed against or interpreted to the disadvantage of any party by any court or arbitrator or any governmental authority by reason of such party having drafted or being deemed to have drafted such provision.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (CompoSecure, Inc.), Limited Partnership Agreement (Healthcare Royalty, Inc.), Agreement and Plan of Merger (Roman DBDR Tech Acquisition Corp.)

Representation by Counsel. Each of the parties has been represented by and has had an opportunity to consult legal counsel in connection with the negotiation and execution of this Agreement. No provision of this Agreement shall be construed against or interpreted to the disadvantage of any party by any court or arbitrator or any governmental authority Governmental Authority by reason of such party having drafted or being deemed to have drafted such provision.

Appears in 4 contracts

Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Evercore Partners Inc.), Merger Agreement (Amn Healthcare Services Inc)

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Representation by Counsel. Each of the parties has been represented by and has had an opportunity to consult legal counsel in connection with the negotiation and execution of this Agreement. No provision of this Agreement shall be construed against or interpreted to the disadvantage of any party by any court or arbitrator or any governmental authority by reason of such party having drafted or being deemed to have drafted such provision.

Appears in 2 contracts

Samples: Indemnification Agreement (Savers Value Village, Inc.), Indemnification Agreement (HireRight Holdings Corp)

Representation by Counsel. Each of the parties has been represented by and or has had an opportunity to consult legal counsel in connection with the negotiation and execution of this Agreement. No provision of this Agreement shall be construed against or interpreted to the disadvantage of any party by any court or arbitrator or any governmental authority by reason of such party having drafted or being deemed to have drafted such provision.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (HG Vora Capital Management, LLC), Limited Liability Company Agreement (Hudson Bay Capital Management LP)

Representation by Counsel. Each of the parties Parties has been represented by and has had an opportunity to consult legal counsel in connection with the negotiation and execution of this Agreement. No provision of this Agreement shall be construed against or interpreted to the disadvantage of any party Party by any court or arbitrator or any governmental authority Governmental Authority by reason of such party Party having drafted or being deemed to have drafted such provision.

Appears in 2 contracts

Samples: Operating Agreement (ALST Casino Holdco, LLC), Operating Agreement (ALST Casino Holdco, LLC)

Representation by Counsel. Each of the parties has been represented by and has had an opportunity to consult legal counsel in connection with the negotiation and execution of this Agreement. No provision of this Agreement shall be construed against or interpreted to the disadvantage of any party by any court or arbitrator or any governmental authority Governmental Authority by reason of such party having drafted or being deemed to have drafted such provision.

Appears in 1 contract

Samples: Merger Agreement (Vocus, Inc.)

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