Prior Company Counsel definition

Prior Company Counsel has the meaning set forth in Section 10.13(a).

Prior Company Counsel has the meaning specified in Section 13.16(a).

Prior Company Counsel has the meaning set forth in Section 5.06(c).

Examples of Prior Company Counsel in a sentence

• Buyers hereby acknowledge that they have had the opportunity (including on behalf of their Affiliates and the Great American Entities) to discuss and obtain adequate information concerning the significance and material risks of, and reasonable available alternatives to, the waivers, permissions and other provisions in this Section 9.10, including the opportunity to consult with counsel other than Prior Company Counsel.

More Definitions of Prior Company Counsel

Prior Company Counsel is defined in Section 10.20.

Prior Company Counsel has acted as counsel to the Company in various matters involving a range of issues and as counsel to the Company in connection with the negotiation of this Agreement, the Ancillary Agreements and the Transactions. In connection with any matter or dispute under this Agreement, the Acquiror hereby irrevocably waives and agrees not to assert, and agrees to cause the View Companies after the Closing to irrevocably waive and agree not to assert, any conflict of interest arising from or in connection with (i) Prior Company Counsel’s prior representation of the Company and (ii) Prior Company Counsel’s representation of any member of the View Companies (collectively, the “Company Advised Parties”) prior to and after the Closing.

Prior Company Counsel means Ropes & Xxxx LLP and any other legal counsel from time to time retained by the Seller Entities prior to the Closing.

Prior Company Counsel has acted as counsel to the Company in various matters involving a range of issues and as counsel to the Company in connection with the negotiation of this Agreement and the Ancillary Documents, and the transactions contemplated hereby and thereby and (ii) Ellenoff Xxxxxxxx & Schole LLP (“Prior Parent Counsel”) has acted as counsel to the Parent in various matters involving a range of issues and as counsel to the Parent in connection with the negotiation of this Agreement and the Ancillary Documents, and the transactions contemplated hereby and thereby.

Prior Company Counsel has acted as counsel to the Company in various matters involving a range of issues and as counsel to the Company in connection with the negotiation of this Agreement and the Additional Agreements, and the Transactions and (ii) Skadden, Arps, Slate, Xxxxxxx & Xxxx LLP (“Prior Purchaser Counsel”) has acted as counsel to the Purchaser in various matters involving a range of issues and as counsel to the Purchaser in connection with the negotiation of this Agreement and the Additional Agreements and the Transactions.

Prior Company Counsel has acted as counsel to the Company in various matters involving a range of issues and as counsel to the Company in connection with the negotiation of this Agreement, the Ancillary Agreements and the Transactions. In connection with any matter or dispute under this Agreement, SPAC hereby irrevocably waives and agrees not to assert any conflict of interest arising from or in connection with (i) Prior Company Counsel’s prior representation of the Company and (ii) Prior Company Counsel’s representation of any member of the Nettar Companies (collectively, the “Company Advised Parties”) prior to and after the Closing.

Prior Company Counsel has the meaning set forth in Section 10.15(a) (Conflict of Interest).