Common use of Representation by Counsel Clause in Contracts

Representation by Counsel. Each party hereto acknowledges that it has been advised by legal and any other counsel retained by such party in its sole discretion. Each party acknowledges that such party has had a full opportunity to review this Agreement and all related exhibits, schedules and ancillary agreements and to negotiate any and all such documents in its sole discretion, without any undue influence by any other party hereto or any third party.

Appears in 18 contracts

Samples: Asset Purchase Agreement, Stock Purchase Agreement (Edgar Express, Inc.), Stock Purchase Agreement (Vringo Inc)

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Representation by Counsel. Each party hereto acknowledges that it has been or has had an opportunity to be advised by legal and any other counsel retained by such party in its sole discretion. Each party acknowledges that such party has had a full opportunity to review this Agreement and all related exhibits, schedules and ancillary agreements and to negotiate any and all such documents in its sole discretion, without any undue influence by any other party hereto or any third party.

Appears in 12 contracts

Samples: Asset Purchase Agreement, Share Purchase Agreement (Quanterix Corp), Asset Purchase Agreement (Ballard Power Systems Inc.)

Representation by Counsel. Each party Party hereto acknowledges that it has been advised by legal and any other counsel retained by such party Party in its sole discretion. Each party Party acknowledges that such party Party has had a full opportunity to review this Agreement and all related exhibits, schedules and ancillary agreements and to negotiate any and all such documents in its sole discretion, without any undue influence by any other party Party hereto or any third party.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Middleby Corp), Share Purchase Agreement (GTJ REIT, Inc.), Asset Purchase Agreement (Plures Technologies, Inc./De)

Representation by Counsel. Each party hereto acknowledges that it has been advised by legal and any other counsel retained by such party in its sole discretion. Each party acknowledges that such party has had a full opportunity to review this Joinder Agreement, the Merger Agreement and all related exhibits, schedules and ancillary agreements and to negotiate any and all such documents in its sole discretion, without any undue influence by any other party hereto or any third party.

Appears in 3 contracts

Samples: Subscription Agreement (Communications Systems Inc), Subscription Agreement (Communications Systems Inc), Joinder Agreement (Communications Systems Inc)

Representation by Counsel. Each party hereto acknowledges that it has been advised by legal and any other counsel retained by such party in its sole discretion. Each party acknowledges that such party has had a full opportunity to review this Agreement and all related exhibits, schedules and ancillary agreements and to negotiate any and all such documents in its sole discretion, without any undue influence by any other party hereto or any third partyThird Party.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (OncoCyte Corp), Agreement and Plan of Merger (OncoCyte Corp), Agreement and Plan of Merger (OncoCyte Corp)

Representation by Counsel. Each party Party hereto acknowledges that it has been advised by legal and any other counsel retained by such party Party in its sole discretion. Each party Party acknowledges that such party Party has had a full opportunity to review this Agreement and all related exhibits, schedules Exhibits and ancillary agreements and to negotiate any and all such documents in its sole discretion, without any undue influence by any other party Party hereto or any third party.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Hudson Global Finance DE II, LLC), Stock Purchase Agreement (Ho Chi Sing), Stock Purchase Agreement (Japan NK Investment K.K.)

Representation by Counsel. Each party Party hereto acknowledges that it has been advised by legal and any other counsel retained by such party in its sole discretion. Each party Party acknowledges that such party Party has had a full opportunity to review this Agreement and the Transaction Documents and all related exhibits, schedules and ancillary agreements and to negotiate any and all such documents in its sole discretion, without any undue influence by any other party hereto or any third party.

Appears in 2 contracts

Samples: Asset Purchase Agreement (On Track Innovations LTD), Asset Purchase Agreement (SuperCom LTD)

Representation by Counsel. Each party hereto Party acknowledges that it has been advised by legal and any other counsel retained by such party Party in its sole discretion. Each party Party acknowledges that such party Party has had a full opportunity to review this Agreement and all related exhibits, schedules and ancillary agreements and to negotiate any and all such documents this Agreement in its sole discretion, without any undue influence by any other party hereto Party or any third party.

Appears in 2 contracts

Samples: Termination and Release Agreement (Apex Bioventures Acquisition Corp), Termination and Release Agreement (Alternative Asset Management Acquisition Corp.)

Representation by Counsel. Each party hereto acknowledges that it has been advised by legal and any other counsel retained by such party in its sole discretion. Each party acknowledges that such party has had a full opportunity to review this Agreement and all related exhibits, schedules and ancillary agreements and to negotiate any and all such documents in its sole discretion, without any undue influence by any other party hereto or any third party.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Medialink Worldwide Inc), Stock Purchase Agreement (Rosetta Genomics Ltd.)

Representation by Counsel. Each party hereto acknowledges that it has been advised by legal and any other counsel retained by such party in its sole discretion. Each party acknowledges that such party has had a full opportunity to review this Agreement and all related exhibits, schedules and ancillary agreements and to negotiate any and all such documents in its sole discretion, without any undue influence by any other party hereto or any third party.

Appears in 2 contracts

Samples: Of Securities Purchase Agreement (Caladrius Biosciences, Inc.), Securities Purchase Agreement (Caladrius Biosciences, Inc.)

Representation by Counsel. Each party hereto acknowledges that it has been advised by legal and any other counsel retained by such party in its sole discretion. Each party acknowledges that such party has had a full opportunity to review this Agreement and all related exhibits, schedules and ancillary agreements the Transaction Documents and to negotiate any and all such documents in its sole discretion, without any undue influence by any other party hereto or any third party.

Appears in 1 contract

Samples: Debenture Conversion Agreement (Halsey Drug Co Inc/New)

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Representation by Counsel. Each party hereto acknowledges that it has been advised by legal and any other counsel retained by such party in its sole discretion. Each party acknowledges that such party has had a full opportunity to review this Agreement and all of the other Loan Documents, and all related exhibits, schedules and ancillary agreements and to negotiate any and all such documents in its sole discretion, without any undue influence by any other party hereto or any third party.

Appears in 1 contract

Samples: Credit Agreement (iFresh Inc)

Representation by Counsel. Each party hereto acknowledges that it has been advised by legal and any other counsel retained by such party in its sole discretion. Each party acknowledges that such party has had a full opportunity to review this Agreement Agreement, the agreements referred to herein and all related exhibits, schedules and ancillary agreements and to negotiate any and all such documents in its sole discretion, without any undue influence by any other party hereto or any third party.

Appears in 1 contract

Samples: Agreement and Plan of Merger (NCO Group, Inc.)

Representation by Counsel. Each party Party hereto acknowledges that it has been advised by by, or afforded the opportunity to be advised by, legal and any other counsel retained by such party in its sole discretioncounsel. Each party Party acknowledges that such party Party has had a full opportunity to review this Agreement and all related exhibitsExhibits, schedules Schedules and ancillary agreements Ancillary Agreements and to negotiate any and all such documents in its sole discretion, without any undue influence by any other party Party hereto or any third party.. Section 13.10

Appears in 1 contract

Samples: Purchase Agreement

Representation by Counsel. Each party hereto acknowledges that it has been advised by legal and any other counsel retained by such party in its sole discretion. Each party acknowledges that such party has had a full opportunity to review this Agreement and all related exhibits, exhibits and schedules and ancillary agreements and to negotiate any and all such documents in its sole discretion, without any undue influence by any other party hereto or any third party.

Appears in 1 contract

Samples: Stock Purchase Agreement (Nukkleus Inc.)

Representation by Counsel. Each party Party hereto acknowledges that it has been advised by legal and any other counsel retained by such party Party in its sole discretion. Each party Party acknowledges that such party Party has had a full opportunity to review this Agreement and all related exhibits, schedules Exhibits and ancillary agreements and to negotiate any and all such documents in its sole discretion, without any undue influence by any other party Party hereto or any third party.. 9.12

Appears in 1 contract

Samples: Stock Purchase Agreement (Japan NK Investment K.K.)

Representation by Counsel. Each party Party hereto acknowledges that it has been advised by by, or afforded the opportunity to be advised by, legal and any other counsel retained by such party in its sole discretioncounsel. Each party Party acknowledges that such party Party has had a full opportunity to review this Agreement and all related exhibitsExhibits, schedules Schedules and ancillary agreements Ancillary Agreements and to negotiate any and all such documents in its sole discretion, without any undue influence by any other party Party hereto or any third party.

Appears in 1 contract

Samples: Purchase Agreement (Huron Consulting Group Inc.)

Representation by Counsel. Each party hereto acknowledges that it has been or has had an opportunity to be advised by legal and any other counsel retained by such party in its sole discretion. Each party acknowledges that such party has had a full opportunity to review this Agreement and all related exhibits, schedules and ancillary agreements and to negotiate any and all such documents in its sole discretion, without any undue influence by any other party hereto or any third party.. 10.10

Appears in 1 contract

Samples: Purchase Agreement

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