Common use of Representation and costs Clause in Contracts

Representation and costs. It is hereby acknowledged by each of the Parties that XxXxxxxx LLP, Lawyers - Patent & Trade Xxxx Agents, act solely for the Purchaser and, correspondingly, that the Vendor has been required by each of XxXxxxxx LLP and the Purchaser to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties that 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 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 Purchaser for certain of such persons to act in a similar capacity while acting for the Purchaser as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party to the role and capacity of 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 acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, 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 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 XxXxxxxx LLP, shall be at the cost of the Purchaser.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that XxXxxxxx Lang Xxxxxxxx LLP, Lawyers - Patent & Trade Xxxx Agents, act acts solely for the Purchaser Companies, and, correspondingly, that the Vendor Employee has been required by each of XxXxxxxx Lang Xxxxxxxx LLP and the Purchaser Companies to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that XxXxxxxx Lang 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 Purchaser 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 Purchaser Company for certain of such persons to act in a similar capacity while acting for the Purchaser 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 XxXxxxxx 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 hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, XxXxxxxx Lang 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 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 XxXxxxxx Lang Xxxxxxxx LLP, shall be at the cost of the PurchaserCompany.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that XxXxxxxx Lang Xxxxxxxx LLP, Lawyers - Patent & Trade Xxxx Agents, act acts solely for the Purchaser Company, and, correspondingly, that the Vendor Xxxxxx has been required by each of XxXxxxxx Lang Xxxxxxxx LLP and the Purchaser Company to obtain independent legal advice with respect to its review and execution of this AgreementContract. In addition, it is hereby further acknowledged and agreed by the Parties parties hereto that XxXxxxxx Lang 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 Purchaser 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 Purchaser Company for certain of such persons to act in a similar capacity while acting for the Purchaser Company as counsel. Correspondingly, and even where, as a result of this AgreementContract, the consent of each Party party hereto to the role and capacity of XxXxxxxx 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 hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, XxXxxxxx Lang 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 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 Contract and, in particular, that the costs involved in the preparation of this Agreementthe Contract, and all documentation necessarily incidental thereto, by XxXxxxxx Lang Xxxxxxxx LLP, shall be at the cost of the PurchaserCompany.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that XxXxxxxx Lang Mxxxxxxx LLP, Lawyers - – Patent & Trade Xxxx Mxxx Agents, act solely for the Purchaser Optionee, and, correspondingly, that each of the Vendor Optionors has been required by each of XxXxxxxx Lang Mxxxxxxx LLP and the Purchaser Optionee to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that XxXxxxxx Lang Mxxxxxxx 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 Purchaser Optionee and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Purchaser Optionee for certain of such persons to act in a similar capacity while acting for the Purchaser Optionee as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of XxXxxxxx Lang Mxxxxxxx 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 acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, XxXxxxxx Lang Mxxxxxxx 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 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 XxXxxxxx Lang Mxxxxxxx LLP, shall be at the cost of the PurchaserOptionee.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that XxXxxxxx Lang Xxxxxxxx LLP, Lawyers - Patent & Trade Xxxx Agents, act solely for the Purchaser Optionee, and, correspondingly, that the Vendor Optionor has been required by each of XxXxxxxx Lang Xxxxxxxx LLP and the Purchaser Optionee to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that XxXxxxxx Lang 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 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 Purchaser Optionee for certain of such persons to act in a similar capacity while acting for the Purchaser Optionee as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of XxXxxxxx 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 hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, XxXxxxxx Lang 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 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 XxXxxxxx Lang Xxxxxxxx LLP, shall be at the cost of the PurchaserOptionee.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that XxXxxxxx LLPXxxxxx Xxxxxx, Lawyers - Patent & Trade Xxxx AgentsBarristers and Solicitors, act acts solely for the Purchaser PPMH, and, correspondingly, that the Vendor has Pooled Shareholder and the Pooling Trustee have been required by each of XxXxxxxx LLP and the Purchaser PPMH to obtain independent legal advice with respect to its review their respective reviews and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, 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 Purchaser PPMH and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Purchaser PPMH for certain of such persons to act in a similar capacity while acting for the Purchaser PPMH as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, 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, XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, 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 XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, shall be at the cost of the Purchaser.PPMH. 8.7

Representation and costs. 9.8 It is hereby acknowledged by each of the Parties hereto that XxXxxxxx Lang Xxxxxxxx LLP, Lawyers - -- Patent & Trade Xxxx Agents, act acts solely for the Purchaser Company, and, correspondingly, that the Vendor Consultant has been required by each of XxXxxxxx Lang Xxxxxxxx LLP and the Purchaser Company to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that XxXxxxxx Lang 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 Purchaser 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 Purchaser Company for certain of such persons to act in a similar capacity while acting for the Purchaser 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 XxXxxxxx 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 hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, XxXxxxxx Lang 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 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 XxXxxxxx Lang Xxxxxxxx LLP, shall be at the cost of the Purchaser.Company. Applicable law

Representation and costs. It is hereby acknowledged by each of the Parties hereto that XxXxxxxx LLP, Lawyers - Patent & Trade Xxxx Agents, act solely the Escrow Agent acts as legal counsel for the Purchaser and, correspondingly, that the Vendor has been required by each of XxXxxxxx LLP Borrower. The Borrower and the Purchaser to obtain independent legal advice with respect to its review and execution Lender hereby waive any claim that they may have against the Escrow Agent having a conflict of this Agreementinterest in the representation of any party hereto. In addition, it is hereby further acknowledged and agreed by the Parties hereto that XxXxxxxx LLP, the Escrow Agent 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 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 Purchaser for certain of such persons to act in a similar capacity while acting for the Purchaser as counselBorrower. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of XxXxxxxx LLPthe Escrow Agent, 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, to waive and such conflict and to obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent conflict. Consequent thereon, XxXxxxxx LLPthe Escrow Agent, 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 XxXxxxxx LLPthe Escrow Agent, shall be at the cost of the PurchaserBorrower.

Representation and costs. It is hereby acknowledged by each of the Parties that XxXxxxxx LLP, Lawyers - Patent & Trade Xxxx Agents, act acts solely for the Purchaser Company, and, correspondingly, that the Vendor Executive has been required by each of XxXxxxxx LLP and the Purchaser Company to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties that 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 Purchaser 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 Purchaser Company for certain of such persons to act in a similar capacity while acting for the Purchaser Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party to the role and capacity of 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 acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, 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 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 XxXxxxxx LLP, shall be at the cost of the PurchaserCompany.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that XxXxxxxx Lang Xxxxxxxx LLP, Lawyers - Patent & Trade Xxxx Agents, act solely for the Purchaser Company, and, correspondingly, that the Vendor Executive has been required by each of XxXxxxxx Lang Xxxxxxxx LLP and the Purchaser Company to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that XxXxxxxx Lang 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 Purchaser 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 Purchaser Company for certain of such persons to act in a similar capacity while acting for the Purchaser 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 XxXxxxxx 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 hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, XxXxxxxx Lang 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 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 XxXxxxxx Lang Xxxxxxxx LLP, shall be at the cost of the PurchaserCompany.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that XxXxxxxx Lang Xxxxxxxx LLP, Lawyers - Patent & Trade Xxxx Agents, act acts solely for the Purchaser Company, and, correspondingly, that the Vendor Consultant has been required by each of XxXxxxxx Lang Xxxxxxxx LLP and the Purchaser Company to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that XxXxxxxx Lang 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 Purchaser 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 Purchaser Company for certain of such persons to act in a similar capacity while acting for the Purchaser 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 XxXxxxxx 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 hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, XxXxxxxx Lang 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 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 XxXxxxxx Lang Xxxxxxxx LLP, shall be at the cost of the PurchaserCompany.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that XxXxxxxx LLP, Lawyers - Patent & Trade Xxxx Agents, act solely for the Purchaser and UEC, and, correspondingly, that each of the Vendor has and the Company have been required by each of XxXxxxxx LLP and the Purchaser and UEC to obtain independent legal advice with respect to its review their respective reviews and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that 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 Purchaser UEC and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Purchaser UEC for certain of such persons to act in a similar capacity while acting for the Purchaser UEC as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of 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 acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, 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 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 XxXxxxxx LLP, shall be at the cost of the PurchaserPurchaser and UEC.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that XxXxxxxx LLPDxxxxx Xxxxxx, Lawyers - Patent & Trade Xxxx Agents, Barristers and Solicitors act solely for the Purchaser Companies, and, correspondingly, that the Vendor Consultant has been required by each of XxXxxxxx LLP Dxxxxx Xxxxxx and the Purchaser Companies to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that XxXxxxxx LLPDxxxxx Xxxxxx, Barristers and Solicitors, 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 Purchaser Companies and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Purchaser Companies for certain of such persons to act in a similar capacity while acting for the Purchaser Companies as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of XxXxxxxx LLPDxxxxx Xxxxxx, Barristers and Solicitors, 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, XxXxxxxx LLPDxxxxx Xxxxxx, Barristers and Solicitors, 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 XxXxxxxx LLPDxxxxx Xxxxxx, Barristers and Solicitors, and the law office of Rxxx & Rxxx, PC shall be at the cost of the PurchaserCompanies.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that XxXxxxxx LLPXxxxxx Xxxxxx, Lawyers - Patent Barristers and Solicitors, and the law office of Xxxx & Trade Xxxx AgentsXxxx, PC, act solely for the Purchaser Companies, and, correspondingly, that the Vendor Consultant has been required by each of XxXxxxxx LLP Xxxxxx Xxxxxx, the law office of Xxxx & Xxxx, PC and the Purchaser Companies to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, 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 Purchaser Companies and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Purchaser Companies for certain of such persons to act in a similar capacity while acting for the Purchaser Companies as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, 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, XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, 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 -- Management Consulting Services Agreement with Xxxxxxx Xxxxx -- ___________________________________________________________ -- Petrogen Corp. and Petrogen, Inc. -- _________________________________ 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 XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, and the law office of Xxxx & Xxxx, PC shall be at the cost of the PurchaserCompanies.

Representation and costs. It is hereby acknowledged by each of the Parties that XxXxxxxx LLP, Lawyers - Patent & Trade Xxxx AgentsBarristers and Solicitors, act acts solely for the Purchaser Borrower, and, correspondingly, that the Vendor Lender has been required by each of XxXxxxxx LLP and the Purchaser Borrower to obtain independent legal advice with respect to its the Lender's review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties that 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 Purchaser Borrower and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Purchaser Borrower for certain of such persons to act in a similar capacity while previously acting for the Purchaser Borrower as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party to the role and capacity of 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 acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, 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 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 XxXxxxxx LLP, shall be at the cost of the PurchaserBorrower.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that XxXxxxxx LLPXxxxxx Xxxxxx, Lawyers - Patent & Trade Xxxx AgentsBarristers and Solicitors, act acts solely for the Purchaser PPMH, and, correspondingly, that each of the Vendor has Pooled Shareholders and the Pooling Trustee have been required by each of XxXxxxxx LLP and the Purchaser PPMH to obtain independent legal advice with respect to its review their respective reviews and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, 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 Purchaser PPMH and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Purchaser PPMH for certain of such persons to act in a similar capacity while acting for the Purchaser PPMH as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, 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, XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, 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 XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, shall be at the cost of the PurchaserPPMH.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that XxXxxxxx LLPXxxxxx Xxxxxx, Lawyers - Patent & Trade Xxxx AgentsBarristers and Solicitors, act acts solely for the Purchaser Borrower, and, correspondingly, that the Vendor Lender has been required by each of XxXxxxxx LLP Xxxxxx Xxxxxx and the Purchaser Borrower to obtain independent legal advice with respect to its the Lender’s review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, 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 Purchaser Borrower and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Purchaser Borrower for certain of such persons to act in a similar capacity while previously acting for the Purchaser Borrower as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, 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, XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, 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 XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, shall be at the cost of the PurchaserBorrower.

Representation and costs. It is hereby acknowledged by each of the Parties that XxXxxxxx LLP, Lawyers - Patent & Trade Xxxx Agents, act solely for the Purchaser and UEC and, correspondingly, that each of the Vendor Vendors has been required by each of XxXxxxxx LLP and LLP, the Purchaser and UEC to obtain independent legal advice with respect to its respective review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties that 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 Purchaser UEC and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Purchaser UEC for certain of such persons to act in a similar capacity while acting for the Purchaser UEC as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party to the role and capacity of 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 acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, 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 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 XxXxxxxx LLP, shall be at the cost of the PurchaserUEC.

Representation and costs. It is hereby acknowledged by each of the Parties that XxXxxxxx LLP, Lawyers - – Patent & Trade Xxxx Agents, act solely for the Purchaser and, correspondingly, that the Vendor has been required by each of XxXxxxxx LLP and the Purchaser to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties that 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 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 Purchaser for certain of such persons to act in a similar capacity while acting for the Purchaser as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party to the role and capacity of 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 acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, 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 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 XxXxxxxx LLP, shall be at the cost of the Purchaser.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that XxXxxxxx Lang Xxxxxxxx LLP, Lawyers - Patent & Trade Xxxx Agents, act solely for the Purchaser Purchaser, and, correspondingly, that the Vendor has been required by each of XxXxxxxx Lang Xxxxxxxx LLP and the Purchaser to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that XxXxxxxx Lang 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 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 Purchaser for certain of such persons to act in a similar capacity while acting for the Purchaser as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of XxXxxxxx 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 hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, XxXxxxxx Lang 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 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 XxXxxxxx Lang Xxxxxxxx LLP, shall be at the cost of the Purchaser.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that XxXxxxxx Lang Xxxxxxxx LLP, Lawyers - Patent & Trade Xxxx Agents, act acts solely for the Purchaser Company, and, correspondingly, that the Vendor Employee has been required by each of XxXxxxxx Lang Xxxxxxxx LLP and the Purchaser Company to obtain independent legal advice with respect to its his review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that XxXxxxxx Lang 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 Purchaser 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 Purchaser Company for certain of such persons to act in a similar capacity while acting for the Purchaser 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 XxXxxxxx 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 hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, XxXxxxxx Lang 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 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 XxXxxxxx LLP, shall be at the cost of the Purchaser.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that XxXxxxxx Lang Michener LLP, Lawyers - Patent Pxxxxx & Trade Xxxx Mark Agents, act acts solely for xxx the Purchaser Company, and, correspondingly, that the Vendor Executive Group has been required by each of XxXxxxxx Lang Michener LLP and the Purchaser to Coxxxxx xx obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto -- CEO EXECUTIVE SERVICES AGREEMENT -- -- NATURALLY ADVANCED TECHNOLOGIES INC. -- that XxXxxxxx Lang Michener LLP, and certain or certxxx xx all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Purchaser 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 Purchaser Company for certain of such persons to act in a similar capacity while acting for the Purchaser 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 XxXxxxxx Lang Michener LLP, and its principal prixxxxxx 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, XxXxxxxx Lang Michener LLP, together with any wxxx xxx 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 XxXxxxxx Lang Michener LLP, shall be at the cost xxx xxxt of the PurchaserCompany.

Representation and costs. It IT is hereby acknowledged by each of the Parties hereto that XxXxxxxx LLPDevlin Jensen, Lawyers - Patent Barristers and Solicitors, and the law office of Reex & Trade Xxxx AgentsXxxx, XX, act solely for the Purchaser Companies, and, correspondinglycorrespoxxxxgly, that xhat the Vendor Consultant has been required by each of XxXxxxxx LLP Devlin Jensen, the law office of Reed & Reed, PC and the Purchaser to obtain Companiex xx xxxxxx independent legal advice with respect adxxxx wixx xespect to its review and execution execution, of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that XxXxxxxx LLPDevlin Jensen, Barristers and Solicitors, and certain or all of its principal owners xxxxxxxxx xxners or associates, from time Lime to time, may have both an economic or shareholding interest in and to the Purchaser Companies and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Purchaser Companies for certain of such such, persons to act in a similar capacity while acting for the Purchaser Companies as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of XxXxxxxx LLPDevlin Jensen, Barristers and Solicitors, and its principal owners and associatesownerx xxx xxxxxxxtes, 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, XxXxxxxx LLPDevlin Jensen, Barristers and Solicitors, together with any such principal owners sucx xxxxxxxxx xxners 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 XxXxxxxx LLPDevlin Jensen, Barristers and Solicitors, and the law office of Rxxx & Xxxx, XC shall be at the cost of the PurchaserCompanies.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that XxXxxxxx Lang Xxxxxxxx LLP, Lawyers - Patent & Trade Xxxx Agents, act acts solely for the Purchaser Company in connection with this Agreement, and, correspondingly, that the Vendor Consultant has been required by each of XxXxxxxx Lang Xxxxxxxx LLP and the Purchaser Company to obtain independent legal advice with respect to its review and execution of this Agreement. In this regard the Parties hereto also acknowledge and agree that Lang Xxxxxxxx LLP has acted, from time to time, as general corporate counsel for the Consultant; however, and as a consequence of this Agreement, each Party has heretofore and herein does consent to Lang Xxxxxxxx LLP acting solely for the Company in connection with this Agreement and, furthermore, acknowledges and agrees that, should there be any dispute whatsoever as between the Parties with respect to any matter whatsoever arising from this Agreement, Lang Xxxxxxxx LLP will not be able to represent any Party in connection with any such dispute and each Party will be required to employ, if necessary, independent legal counsel in order to represent them in connection with the same. In addition, it is hereby further acknowledged and agreed by the Parties hereto that XxXxxxxx Lang 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 Purchaser 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 Purchaser Company for certain of such persons to act in a similar capacity while acting for the Purchaser 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 XxXxxxxx 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 hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, XxXxxxxx Lang 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 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 XxXxxxxx Lang Xxxxxxxx LLP, shall be at the cost of the PurchaserCompany.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that XxXxxxxx LLP, Lawyers - Patent & Trade Xxxx Agents, act acts solely for the Purchaser Company, and, correspondingly, that the Vendor Executive has been required by each of XxXxxxxx LLP and the Purchaser Company to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that 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 Purchaser 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 Purchaser Company for certain of such persons to act in a similar capacity while acting for the Purchaser Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party to the role and capacity of 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 acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, 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 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 XxXxxxxx LLP, shall be at the cost of the PurchaserCompany.

Representation and costs. It is hereby acknowledged by each of the Parties that XxXxxxxx LLP, Lawyers - Patent & Trade Xxxx Trademark Agents, act acts solely for the Purchaser Lender, and, correspondingly, that the Vendor Borrower has been required by each of XxXxxxxx LLP and the Purchaser Lender to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties that 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 Purchaser Lender and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Purchaser Lender for certain of such persons to act in a similar capacity while previously acting for the Purchaser Lender as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party to the role and capacity of 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 acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, 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 is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Secured Loan 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 XxXxxxxx LLP, shall be at the cost of the PurchaserLender.

Representation and costs. It IT is hereby acknowledged by each of the Parties hereto that XxXxxxxx LLPDevlin Jensen, Lawyers - Patent Barristers and Solicitors, and the law office of Reex & Trade Xxxx AgentsXxxx, XX, act solely for the Purchaser Companies, and, correspondinglycorrespoxxxxgly, that xhat the Vendor Consultant has been required by each of XxXxxxxx LLP Devlin Jensen, the law office of Reed & Reed, PC and the Purchaser to obtain Companiex xx xxxxxx independent legal advice with respect adxxxx wixx xespect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed agreed, by the Parties hereto that XxXxxxxx LLPDevlin Jensen, Barristers and Solicitors, and certain or all of its principal ixx xxxxxxxxx owners or associates, from time to time, may have both an economic or shareholding interest in and to the Purchaser Companies 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 Purchaser Companies for certain of such persons to act in a similar capacity while acting for the Purchaser Companies as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of XxXxxxxx LLPDevlin Jensen, Barristers and Solicitors, and its principal owners and associatesownerx xxx xxxxxxxtes, 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, XxXxxxxx LLPDevlin Jensen, Barristers and Solicitors, together with any such principal owners xxxxxxxxx xxxers 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 Amended Management Consulting Services Agreement Petrogen Corp affected or uncomfortable with any such 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 XxXxxxxx LLPDevlin Jensen, Barristers and Solicitors, and the law office of Rxxx & Xxxx, XC shall be at the cost of the PurchaserCompanies.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that XxXxxxxx LLPXxxxxx Xxxxxx, Lawyers - Patent Barristers and Solicitors, and the law office of Xxxx & Trade Xxxx AgentsXxxx, PC, act solely for the Purchaser Companies, and, correspondingly, that the Vendor Consultant has been required by each of XxXxxxxx LLP Xxxxxx Xxxxxx, the law office of Xxxx & Xxxx, PC and the Purchaser Companies to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, 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 Purchaser Companies and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Purchaser Companies for certain of such persons to act in a similar capacity while acting for the Purchaser Companies as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, 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, XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, 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 XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, and the law office of Xxxx & Xxxx, PC shall be at the cost of the PurchaserCompanies.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that XxXxxxxx Lang Xxxxxxxx LLP, Lawyers - Patent & Trade Xxxx Agents, other than in their capacity as Escrow Agent hereunder, if applicable, act solely for the Purchaser Vendor, and, correspondingly, that each of the Vendor has Purchaser and Xx. Xxxxxx have been required by each of XxXxxxxx Lang Xxxxxxxx LLP and the Purchaser Vendor to obtain independent legal advice with respect to its review their respective reviews and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that XxXxxxxx Lang 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 Purchaser Vendor and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Purchaser for certain of such persons to act in a similar capacity while acting for the Purchaser Vendor as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of XxXxxxxx 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 hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, XxXxxxxx Lang 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 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 XxXxxxxx Lang Xxxxxxxx LLP, shall be at the cost of the PurchaserVendor.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that XxXxxxxx Lang Michener LLP, Lawyers - Patent & Trade Xxxx Mark Agents, act acts solely for the Purchaser xxx Xxxpanies, and, correspondingly, that txxx the Vendor Executive has been required by each of XxXxxxxx Lang Michener LLP and the Purchaser Companies to obtain independent legal advice with respect wxxx xxxxect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that XxXxxxxx Lang Michener LLP, and certain or all of its principal owners or associatesassociaxxx, from xxxm time to time, may have both an economic or shareholding interest in and to the Purchaser 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 Purchaser Company for certain of such persons to act in a similar capacity while acting for the Purchaser 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 XxXxxxxx Lang Michener LLP, and its principal owners and associates, as the case may bexxx xx, 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, XxXxxxxx Lang Michener LLP, together with any such principal owners or associates, as the xx xxx 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 XxXxxxxx Lang Michener LLP, shall be at the cost of the Purchaser.Company. 9.9

Representation and costs. It is hereby acknowledged by each of the Parties hereto that XxXxxxxx LLPXxxxxx Xxxxxx, Lawyers - Patent & Trade Xxxx AgentsBarristers and Solicitors, act acts solely for the Purchaser PPMH, and, correspondingly, that the Vendor has Pooled Shareholder and the Pooling Trustee have been required by each of XxXxxxxx LLP and the Purchaser PPMH to obtain independent legal advice with respect to its review their respective reviews and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, 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 Purchaser PPMH and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Purchaser PPMH for certain of such persons to act in a similar capacity while acting for the Purchaser PPMH as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, 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, XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, 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 XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, shall be at the cost of the PurchaserPPMH.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that XxXxxxxx MxXxxxxx LLP, Lawyers - – Patent & Trade Xxxx Mxxx Agents, act acts solely for the Purchaser Company, and, correspondingly, that the Vendor Executive has been required by each of XxXxxxxx MxXxxxxx LLP and the Purchaser Company to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that XxXxxxxx MxXxxxxx 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 Purchaser 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 Purchaser Company for certain of such persons to act in a similar capacity while acting for the Purchaser Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party to the role and capacity of XxXxxxxx MxXxxxxx 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 acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, XxXxxxxx MxXxxxxx 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 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 XxXxxxxx MxXxxxxx LLP, shall be at the cost of the PurchaserCompany.

Representation and costs. It is hereby acknowledged by each of the Parties hereto that XxXxxxxx LLPXxxxxx Xxxxxx, Lawyers - Patent Barristers and Solicitors, and the law office of Xxxx & Trade Xxxx AgentsXxxx, PC, act solely for the Purchaser Company, and, correspondingly, that each of the Vendor has Vendors and the Purchaser have been required by each of XxXxxxxx LLP Xxxxxx Xxxxxx, the law office of Xxxx & Xxxx, PC and the Purchaser Company to obtain independent legal advice with respect to its review their respective reviews and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, 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 Purchaser 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 Purchaser Company for certain of such persons to act in a similar capacity while acting for the Purchaser 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 XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, 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, XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, 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 XxXxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, and the law office of Xxxx & Xxxx, PC shall be at the cost of the PurchaserCompany.