Preparation of this Agreement. Buyer and Sellers hereby acknowledge that (i) Buyer and Sellers jointly and equally participated in the drafting of this Agreement and all other agreements contemplated hereby, (ii) Buyer and Sellers have been adequately represented and advised by legal counsel with respect to this Agreement and the transactions contemplated hereby, and (iii) no presumption shall be made that any provision of this Agreement shall be construed against either party by reason of such role in the drafting of this Agreement and any other agreement contemplated hereby.
Preparation of this Agreement. The terms and provisions of this Agreement were arrived at after arm’s length negotiations, and therefore, for the purposes of interpreting this Agreement, each Party shall be deemed to have participated and cooperated equally in the drafting and preparation of this Agreement. This Agreement shall not be interpreted against any Party in favor of any other Party due to its drafting.
Preparation of this Agreement. This Agreement has been prepared by Gxxxxxxxx Txxxxxx LLP (“GT”) solely as counsel to the Company. GT is not acting as legal counsel nor providing any legal representation to Clil or Lxxxxx in connection with this Agreement and the Company has advised Clil and Lxxxxx to seek independent legal advice in connection with the preparation and negotiation of this Agreement.
Preparation of this Agreement. In the event of any dispute regarding this Agreement, no presumption or burden of proof shall be imposed on any Party by reason of the preparation of this Agreement by its counsel.
Preparation of this Agreement. The Parties have read this Agreement and have voluntarily executed this Agreement. Each Party has had substantial input into the drafting and preparation of this Agreement and has had the opportunity to exercise business discretion in relation to the negotiation of the details of this Agreement. This Agreement is the result of arm’s-length negotiations from equal bargaining positions. This Agreement shall not be construed against either Party, and no consideration shall be given or presumption made on the basis of who drafted this Agreement or any particular provision of this Agreement or who supplied the form of Agreement.
Preparation of this Agreement. The Parties hereby acknowledge that (i) Licensor, on the one hand, and Licensee, on the other hand, jointly and equally participated in the drafting of this Agreement, (ii) Licensor, on the one hand, and Licensee, on the other hand, have been adequately represented and advised by legal counsel with respect to this Agreement and the transactions contemplated hereby, and (iii) no presumption will be made that any provision of this Agreement will be construed against any Party by reason of such role in the drafting of this Agreement and any other agreement contemplated hereby.
Preparation of this Agreement. This Agreement shall not be construed against the party preparing it, but shall be construed as if all parties prepared it.
Preparation of this Agreement. Buyer and Sellers hereby acknowledge that (i) Buyer and Sellers jointly and equally participated in the drafting of this Agreement and all other agreements contemplated hereby, (ii) both Buyer and Sellers have been adequately represented and advised by legal counsel with respect to this Agreement and the transactions contemplated hereby, and (iii) no presumption shall be made that any provision of this Agreement shall be construed against either party by reason of such role in the drafting of this Agreement and any other agreement contemplated hereby. * * * * * * * * * * * * * * * Signature Page Follows * * * * * * * * * * * * * * * Signature Page to Amended and Restated Asset Purchase Agreement by and among Central Refrigerated Service, Inc., Simon Transportation Services Inc., Dick Simon Truckinx, Xxx., and Simon Terminal, LLC
Preparation of this Agreement. Exhibit A Form of Assignment and Assumption Agreement Exhibit B Deposit Escrow Agreement Exhibit C Form of Headquarters Lease Exhibit D Form of Trademark License Agreement Exhibit E Form of Bill of Sale Exhibit F Bankruxxxx Court Approval ASSET PURCHASE AGREEMENT This ASSET PURCHASE AGREEMENT is dated as of April 21, 2003 (the "Agreement Date") by and among National Steel Corporation, a Delaware corporation (the "Company"), the Subsidiaries of the Company set forth on the signature pages hereto and in Schedule 1 (collectively with the Company, the "Sellers" and each a "Seller") and United States Steel Corporation, a Delaware corporation (together with any designated Subsidiaries, "Buyer").
Preparation of this Agreement. Buyer, Canadian Companies and Sellers hereby acknowledge that (a) Buyer, Canadian Companies and Sellers jointly and equally participated in the drafting of this Agreement and all other agreements contemplated hereby, (b) Buyer, Canadian Companies and Sellers have been adequately represented and advised by legal counsel with respect to this Agreement and the Transaction, and (c) no presumption shall be made that any provision of this Agreement shall be construed against either party by reason of such role in the drafting of this Agreement and any other agreement contemplated hereby.
