Common use of Protected Communication Clause in Contracts

Protected Communication. The Parties agree that, immediately prior to the Closing, without the need for any further action (a) all right, title and interest of the Company in and to all Protected Communications shall thereupon transfer to and be vested solely in Sellers, the Seller Representative and their successors in interest, and (b) any and all protections from disclosure, including, but not limited to, attorney-client privilege and work product protections, associated with or arising from any Protected Communications that would have been exercisable by the Company shall thereupon be vested exclusively in Sellers, the Seller Representative and their successors in interest and shall be exercised or waived solely as directed Sellers, the Seller Representative or their successors in interest. None of the Company, Purchaser or any Person acting on any of their behalf shall, without the prior written consent of Sellers, the Seller Representative or their successors in interest, assert or waive or attempt to assert or waive any such protection against disclosure, including the attorney-client privilege or work product protection, or to discover, obtain, use or disclose or attempt to discover, obtain, use or disclose any Protected Communications in any manner, including in connection with any dispute or legal proceeding relating to or in connection with this Agreement, the events and negotiations leading to this Agreement, or any of the transactions contemplated herein, provided, however, the foregoing shall neither prohibit Purchaser from seeking proper discovery of such documents nor Sellers or the Seller Representative or their successors in interest from asserting that such documents are not discoverable to the extent that applicable attorney-client privileges and work product protections have attached thereto.

Protected Communication. The Parties agree that, immediately prior to the Closing, without the need for any further action (a) all right, title and interest of the Company Group Members in and to all Protected Communications shall thereupon transfer to and be vested solely in Sellers, the Seller ’ Representative and their his successors in interest, and (b) any and all protections from disclosure, including, but not limited to, attorney-client privilege privileges and work product protections, associated with or arising from any Protected Communications that would have been exercisable by the Company Group Members shall thereupon be vested exclusively in Sellers, the Seller ’ Representative and their his successors in interest and shall be exercised or waived solely as directed by Sellers, the Seller ’ Representative or their and his successors in interest. None of the CompanyCompany Group Members, Purchaser Buyer, or any Person acting on any of their behalf shall, without the prior written consent of Sellers, the Seller ’ Representative or their and his successors in interest, assert or waive or attempt to assert or waive any such protection against disclosure, including including, but not limited to, the attorney-client privilege or work product protection, or to discover, obtain, use or disclose or attempt to discover, obtain, use or disclose any Protected Communications in any manner, including in connection with any dispute or legal proceeding relating to or in connection with this Agreement, the events and negotiations leading to this Agreement, or any of the transactions contemplated herein, provided, however, the foregoing shall neither prohibit Purchaser Buyer from seeking proper discovery of such documents nor Sellers or the Seller Sellers’ Representative or their successors in interest from asserting that such documents are protected from disclosure and thus not discoverable to the extent that applicable attorney-client privileges and work product protections have attached theretodiscoverable.