Common use of Waiver of Conflicts Regarding Representation; Nonassertion of Attorney-Client Privilege Clause in Contracts

Waiver of Conflicts Regarding Representation; Nonassertion of Attorney-Client Privilege. (a) Buyer waives and will not assert, and agrees to cause the Company and its Subsidiaries to waive and not to assert, any conflict of interest arising out of or relating to the representation, after the Closing (the “Post-Closing Representation”), of Freeport or any of its Affiliates or any shareholder, officer, employee or director of any of them or the Company or any of its Subsidiaries (any such Person, a “Designated Person”) in any matter involving the Transaction Agreements or any other Contracts or transactions contemplated thereby, by any legal counsel currently representing Freeport, the Company or any of its Subsidiaries in connection with the Transaction Agreements or any other Contracts or transactions contemplated thereby (the “Current Representation”).

Waiver of Conflicts Regarding Representation; Nonassertion of Attorney-Client Privilege. (a) Buyer waives and will shall not assert, and agrees to cause the Company and its Subsidiaries Affiliates to waive and not to assert, any conflict of interest arising out of or relating to the representation, after the Closing (the “Post-Closing Representation”), of Freeport the Seller Parties or any of its their Affiliates or any shareholder, officer, employee or director of any of them or the Company Seller Parties or any of its Subsidiaries their Affiliates (any such Person, a “Designated Person”) in any matter involving this Agreement, the Transaction Agreements Documents or any other Contracts or the transactions contemplated therebyhereby, by any legal counsel currently representing Freeport, the Company Seller Parties or any of its Subsidiaries Affiliates in connection with this Agreement, the Transaction Agreements Documents or any other Contracts or the transactions contemplated thereby hereby (the “Current Representation”).

Waiver of Conflicts Regarding Representation; Nonassertion of Attorney-Client Privilege. (a) Buyer Purchaser waives and will not assert, and agrees to cause the Company and its Subsidiaries Affiliates to waive and not to assert, any conflict of interest arising out of or relating to the representation, after the Closing (the “Post-Closing Representation”), of Freeport or Seller, any of its Affiliates or any shareholder, officer, member, manager, employee or director of any of them or the Company Seller or any of its Subsidiaries Affiliates (any such Person, a “Designated Person”) in any matter involving the this Agreement, any other Transaction Agreements Document or any other Contracts agreements or transactions contemplated hereby or thereby, by any legal counsel currently representing Freeport, the Company Seller or any of its Subsidiaries Affiliates in connection with this Agreement, the other Transaction Agreements Documents or any other Contracts agreements or transactions contemplated thereby hereby or thereby, including Wachtell, Lipton, Xxxxx & Xxxx (the “Current Representation”).

Waiver of Conflicts Regarding Representation; Nonassertion of Attorney-Client Privilege. (a) Buyer waives and will not assert, and agrees to and, after the Closing, will cause the Company and its the Subsidiaries to waive and not to assert, any conflict of interest arising out of or relating to the representation, after the Closing (the “Post-Closing Representation”), of Freeport CTI, or any officer or employee of its Affiliates the Company or any shareholder, officer, employee or director of any of them or the Company Subsidiaries, or any Affiliate of its Subsidiaries any of the foregoing (any such Person, a “Designated Person”) in any matter involving this Agreement, the Transaction Agreements Documents or any other Contracts agreements or transactions contemplated thereby, by any legal counsel currently representing FreeportCTI, the Company or any of its Subsidiaries Subsidiary in connection with this Agreement, the Transaction Agreements Documents or any other Contracts agreements or transactions contemplated thereby (the “Current Representation”).

Waiver of Conflicts Regarding Representation; Nonassertion of Attorney-Client Privilege. (a) Each Buyer waives and will not assert, and agrees to cause the Company and its Subsidiaries Companies to waive and not to assert, any conflict of interest arising out of or relating to the representation, after the Closing (the “Post-Closing Representation”), of Freeport any Seller or any Subsidiary Seller or any of its their respective Affiliates or any shareholder, officer, employee or director of any of them or the either Company or any of its Subsidiaries (any such Person, a “Designated Person”) in any matter involving the Transaction Agreements or any other Contracts agreements or transactions contemplated thereby, by any legal counsel currently representing Freeportany Seller, Subsidiary Sellers or the Company or any of its Subsidiaries Companies in connection with the Transaction Agreements or any other Contracts agreements or transactions contemplated thereby (the “Current Representation”).

Waiver of Conflicts Regarding Representation; Nonassertion of Attorney-Client Privilege. (ae) Buyer waives and will shall not assert, and agrees to cause the Company and its Subsidiaries Affiliates to waive and not to assert, any conflict of interest arising out of or relating to the representation, after the Closing (the “Post-Closing Representation”), of Freeport Parent, Seller or any of its their Affiliates or any shareholder, officer, employee or director of any of them or the Company Parent, Seller or any of its Subsidiaries their Affiliates (any such Person, a “Designated Person”) in any matter involving this Agreement, the Transaction Related Agreements or any other Contracts or the transactions contemplated therebyhereby, by any legal counsel currently representing FreeportParent, the Company Seller or any of its Subsidiaries their Affiliates in connection with this Agreement, the Transaction Related Agreements or any other Contracts or the transactions contemplated thereby hereby (the “Current Representation”).

Waiver of Conflicts Regarding Representation; Nonassertion of Attorney-Client Privilege. (a) Buyer waives and will not assert, and agrees to and, after the Closing, will cause the each Company and its Subsidiaries Subsidiary to waive and not to assert, any conflict of interest arising out of or relating to the representation, after the Closing (the “Post-Closing Representation”), of Freeport any Seller, or any of its Affiliates or any shareholderstockholder, officer, employee or director of any of them or the Company or Subsidiary, or any Affiliate of any of its Subsidiaries the foregoing (any such Person, a “Designated Person”) in any matter involving the Transaction Agreements this Agreement or any other Contracts agreements or transactions contemplated thereby, by any legal counsel currently representing Freeport, the any Seller or any Company or any of its Subsidiaries Subsidiary in connection with the Transaction Agreements this Agreement or any other Contracts or transactions agreements contemplated thereby (the “Current Representation”).

Waiver of Conflicts Regarding Representation; Nonassertion of Attorney-Client Privilege. (a) Buyer a)Buyer waives and will not assert, and agrees to cause the Company and its Subsidiaries Companies following Closing to waive and not to assert, any conflict of interest arising out of or relating to the representation, after the Closing (the “Post-Closing Representation”), of Freeport Seller, the Companies or any of its Affiliates their respective shareholders, officers, employees or any shareholder, officer, employee or director of any of them or the Company or any of its Subsidiaries directors (any such Person, a “Designated Person”) in any matter involving the Transaction Agreements this Agreement or any other Contracts agreements or transactions contemplated therebyhereby, by any legal counsel currently representing Freeport, the Company that represented Seller or any of its Subsidiaries the Companies prior to the Closing Date in connection with the Transaction Agreements this Agreement or any other Contracts agreements or transactions contemplated thereby hereby (the “Current Representation”).

Waiver of Conflicts Regarding Representation; Nonassertion of Attorney-Client Privilege. (a) Buyer waives and will not assert, and agrees to cause its Affiliates, including, following the Company and its Subsidiaries Closing, QBT, to waive and not to assert, any conflict of interest arising out of or relating to the representation, after the Closing (the “Post-Closing Representation”), of Freeport or Seller, any of its Affiliates or any shareholderstockholder, officer, employee or director of any of them or the Company Seller or any of its Subsidiaries Affiliates (any such Person, a “Designated Person”) in any matter involving this Agreement, the Transaction Agreements Documents or any other Contracts agreements or transactions contemplated hereby or thereby, by any legal counsel currently representing Freeport, the Company Seller or any of its Subsidiaries Affiliates in connection with this Agreement, the Transaction Agreements Documents or any other Contracts agreements or transactions contemplated thereby hereby or thereby, including Xxxxx Xxxx & Xxxxxxxx LLP (the “Current Representation”).

Waiver of Conflicts Regarding Representation; Nonassertion of Attorney-Client Privilege. (a) Buyer waives and will not assert, and agrees to cause the Company and each of its Subsidiaries to waive and not to assert, any conflict of interest arising out of or relating to the representation, after the Closing (the “Post-Closing Representation”), of Freeport Seller or any of its Affiliates or any shareholder, officer, employee or director of any of them or the Company or any of its Subsidiaries (any such Person, a “Designated Person”) in any matter involving the Transaction Agreements this Agreement or any other Contracts agreements or transactions contemplated thereby, by any legal counsel currently representing Freeport, the Company or any of its Subsidiaries in connection with the Transaction Agreements this Agreement or any other Contracts agreements or transactions contemplated thereby (the “Current Representation”).