Common use of Representation and costs Clause in Contracts

Representation and costs. It is hereby acknowledged by each of the parties hereto that the Company's Counsel acts solely for the Company, and, correspondingly, that the Subscriber has been required by each of the Company's Counsel and the Company to obtain independent legal advice with respect to the Subscriber's review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the parties hereto that the Company's Counsel, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company for certain of such persons to act in a similar capacity while acting for the Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each party hereto to the role and capacity of the Company's Counsel and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, the Company's Counsel, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any party hereto is in any way affected or uncomfortable with any such capacity or representation. Each party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by the Company's Counsel, shall be at the cost of the Company.

Representation and costs. It is hereby acknowledged by each of the parties Parties hereto that the Company's Counsel Lang Xxxxxxxx LLP, Lawyers - Patent & Trade Xxxx Agents, acts solely for the Company, and, correspondingly, that the Subscriber Executive has been required by each of the Company's Counsel Lang Xxxxxxxx LLP and the Company to obtain independent legal advice with respect to the Subscriber's its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the parties Parties hereto that the Company's CounselLang Xxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company for certain of such persons to act in a similar capacity while acting for the Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each party Party hereto to the role and capacity of the Company's Counsel Lang Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each party Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, the Company's CounselLang Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any party Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each party Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by the Company's CounselLang Xxxxxxxx LLP, shall be at the cost of the Company.

Representation and costs. It is hereby acknowledged by each of the parties Parties hereto that the Company's Counsel Lang Xxxxxxxx LLP, Lawyers - Patent & Trade Xxxx Agents, acts solely for the Company, and, correspondingly, that the Subscriber Consultant has been required by each of the Company's Counsel Lang Xxxxxxxx LLP and the Company to obtain independent legal advice with respect to the Subscriber's its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the parties Parties hereto that the Company's CounselLang Xxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company for certain of such persons to act in a similar capacity while acting for the Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each party Party hereto to the role and capacity of the Company's Counsel Lang Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each party Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, the Company's CounselLang Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any party Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each party Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by the Company's CounselLang Xxxxxxxx LLP, shall be at the cost of the Company.

Representation and costs. It is hereby acknowledged by each of the parties hereto that the Company's ’s Counsel acts solely for the Company, and, correspondingly, that the Subscriber has been required by each of the Company's ’s Counsel and the Company to obtain independent legal advice with respect to the Subscriber's ’s review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the parties hereto that the Company's ’s Counsel, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company for certain of such persons to act in a similar capacity while acting for the Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each party hereto to the role and capacity of the Company's ’s Counsel and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, the Company's ’s Counsel, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any party hereto is in any way affected or uncomfortable with any such capacity or representation. Each party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by the Company's ’s Counsel, shall be at the cost of the Company.

Representation and costs. It is hereby acknowledged by each of the parties hereto Parties that the Company's Counsel XxXxxxxx LLP, Lawyers - Patent & Trade Xxxx Agents, acts solely for the Company, and, correspondingly, that the Subscriber Consultant has been required by each of the Company's Counsel XxXxxxxx LLP and the Company to obtain independent legal advice with respect to the Subscriber's its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the parties hereto Parties that the Company's CounselXxXxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company for certain of such persons to act in a similar capacity while acting for the Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each party hereto Party to the role and capacity of the Company's Counsel XxXxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each party hereto Party acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, the Company's CounselXxXxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any party hereto Party is in any way affected or uncomfortable with any such capacity or representation. Each party Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by the Company's CounselXxXxxxxx LLP, shall be at the cost of the Company.

Representation and costs. It is hereby acknowledged by each of the parties Parties hereto that the Company's Counsel Lang Xxxxxxxx LLP, Lawyers - Patent & Trade Xxxx Agents, acts solely for the CompanyCompanies, and, correspondingly, that the Subscriber Executive has been required by each of the Company's Counsel Lang Xxxxxxxx LLP and the Company Companies to obtain independent legal advice with respect to the Subscriber's its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the parties Parties hereto that the Company's CounselLang Xxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company for certain of such persons to act in a similar capacity while acting for the Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each party Party hereto to the role and capacity of the Company's Counsel Lang Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each party Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, the Company's CounselLang Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any party Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each party Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by the Company's CounselLang Xxxxxxxx LLP, shall be at the cost of the Company.

Representation and costs. It is hereby acknowledged by each of the parties hereto Parties that the Company's Counsel acts XxXxxxxx LLP, Lawyers - Patent & Trade Xxxx Agents, act solely for the CompanyPurchaser, and, correspondingly, that each of the Subscriber has Vendors and the Company have been required by each of the Company's Counsel XxXxxxxx LLP and the Company Purchaser to obtain independent legal advice with respect to the Subscriber's review their respective reviews and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the parties hereto Parties that the Company's CounselXxXxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Company Purchaser and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company Purchaser for certain of such persons to act in a similar capacity while acting for the Company Purchaser as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each party hereto Party to the role and capacity of the Company's Counsel XxXxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each party hereto Party acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, the Company's CounselXxXxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any party hereto Party is in any way affected or uncomfortable with any such capacity or representation. Each party Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by the Company's CounselXxXxxxxx LLP, shall be at the cost of the CompanyPurchaser.

Representation and costs. It is hereby acknowledged by each of the parties hereto that the Company's ’s Counsel acts solely for the Company, and, correspondingly, that the Subscriber has been required by each of the Company's ’s Counsel and the Company to obtain independent legal advice with respect to the Subscriber's ’s review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the parties hereto that the Company's ’s Counsel, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Company and/or a fiduciary duty to the same arising from either a directorship, officership officer-ship or similar relationship arising out of the request of the Company for certain of such persons to act in a similar capacity while acting for the Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each party hereto to the role and capacity of the Company's ’s Counsel and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, the Company's ’s Counsel, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any party hereto is in any way affected or uncomfortable with any such capacity or representation. Each party to this Agreement The Company will also bear and pay its own and the Subscriber’s costs, legal and otherwise, in connection with its their respective preparation, review and execution of this Agreement Agreement, and, in particular, that the costs involved in the preparation of this Agreement, Agreement and all documentation necessarily incidental thereto, by the Company's ’s Counsel, shall be at the cost of the Company.

Representation and costs. It is hereby acknowledged by each of the parties Parties hereto that the Company's Counsel acts Lang Xxxxxxxx LLP, Lawyers - Patent & Trade Xxxx Agents, act solely for the CompanyPurchaser, and, correspondingly, that each of the Subscriber has Vendors and the Company have been required by each of the Company's Counsel Lang Xxxxxxxx LLP and the Company Purchaser to obtain independent legal advice with respect to the Subscriber's review their respective reviews and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the parties Parties hereto that the Company's CounselLang Xxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Company Purchaser and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company Purchaser for certain of such persons to act in a similar capacity while acting for the Company Purchaser as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each party Party hereto to the role and capacity of the Company's Counsel Lang Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each party Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, the Company's CounselLang Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any party Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each party Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by the Company's CounselLang Xxxxxxxx LLP, shall be at the cost of the Company.

Representation and costs. It is hereby acknowledged by each of the parties hereto that the Company's ’s Counsel acts solely for the Company, and, correspondingly, that the Subscriber has been required by each of the Company's ’s Counsel and the Company to obtain independent legal advice with respect to the Subscriber's ’s review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the parties hereto that the Company's ’s Counsel, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company for certain of such persons to act in a similar capacity while acting for the Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each party hereto to the role and capacity of the Company's ’s Counsel and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, the Company's ’s Counsel, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any party hereto is in any way affected or uncomfortable with any such capacity or representation. Each party to this Agreement The Company will also bear and pay its own and the Subscriber’s costs, legal and otherwise, in connection with its their respective preparation, review and execution of this Agreement and the preparation, review, filing, and maintenance of effectiveness of the Registrations Statement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by the Company's ’s Counsel, shall be at the cost of the Company.

Representation and costs. It is hereby acknowledged by each of the parties Parties hereto that the Company's Counsel Lang Xxxxxxxx LLP, Lawyers - Patent & Trade Xxxx Agents, acts solely for the Company, and, correspondingly, that the Subscriber Employee has been required by each of the Company's Counsel Lang Xxxxxxxx LLP and the Company to obtain independent legal advice with respect to the Subscriber's its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the parties Parties hereto that the Company's CounselLang Xxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company for certain of such persons to act in a similar capacity while acting for the Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each party Party hereto to the role and capacity of the Company's Counsel Lang Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each party Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, the Company's CounselLang Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any party Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each party Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by the Company's CounselLang Xxxxxxxx LLP, shall be at the cost of the Company.

Representation and costs. It is hereby acknowledged by each of the parties hereto that the Company's ’s Counsel acts solely for the Company, and, correspondingly, that the Subscriber has been required by each of the Company's ’s Counsel and the Company to obtain independent legal advice with respect to the Subscriber's ’s review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the parties hereto that the Company's ’s Counsel, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company for certain of such persons to act in a similar capacity while acting for the Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each party hereto to the role and capacity of the Company's ’s Counsel and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, the Company's ’s Counsel, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any party hereto is in any way affected or uncomfortable with any such capacity or representation. Each party to this Agreement The Company will also bear and pay its own and the Subscriber’s costs, legal and otherwise, in connection with its their respective preparation, review and execution of this Agreement Agreement, and, in particular, that the costs involved in the preparation of this Agreement, Agreement and all documentation necessarily incidental thereto, by the Company's ’s Counsel, shall be at the cost of the Company.. -- $0.50 Unit Private Placement Subscription Agreement -- -- The Pulse Beverage Corporation --

Representation and costs. It is hereby acknowledged by each of the parties hereto that the Company's ’s Counsel acts solely for the Company, and, correspondingly, that the Subscriber has been required by each of the Company's ’s Counsel and the Company to obtain independent legal advice with respect to the Subscriber's ’s review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the parties hereto that the Company's ’s Counsel, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company for certain of such persons to act in a similar capacity while acting for the Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each party hereto to the role and capacity of the Company's ’s Counsel and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, the Company's ’s Counsel, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any party hereto is in any way affected or uncomfortable with any such capacity or representation. Each party to this Agreement The Company will also bear and pay its own and the Subscriber’s costs, legal and otherwise, in connection with its their respective preparation, review and execution of this Agreement and the preparation, review, filing, and maintenance of effectiveness of the Registrations Statement (to the extent set forth in Section 5.4) and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by the Company's ’s Counsel, shall be at the cost of the Company.. -- $0.15 Unit Private Placement Subscription Agreement -- -- Zoro Mining Corp. --

Representation and costs. It is hereby acknowledged by each of the parties hereto that the Company's ’s Counsel acts solely for the Company, and, correspondingly, that the Subscriber has been required by each of the Company's ’s Counsel and the Company to obtain independent legal advice with respect to the Subscriber's ’s review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the parties hereto that the Company's ’s Counsel, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company for certain of such persons to act in a similar capacity while acting for the Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each party hereto to the role and capacity of the Company's ’s Counsel and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, the Company's ’s Counsel, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any party hereto is in any way affected or uncomfortable with any such capacity or representation. Each party to this Agreement The Company will also bear and pay its own and the Subscriber’s costs, legal and otherwise, in connection with its their respective preparation, review and execution of this Agreement and the preparation, review, filing, and maintenance of effectiveness of the Registrations Statement (to the extent set forth in Section 5.4) and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by the Company's ’s Counsel, shall be at the cost of the Company.