Common use of Representation By Counsel; Interpretation Clause in Contracts

Representation By Counsel; Interpretation. The parties acknowledge that each party to this Agreement has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived.

Appears in 90 contracts

Samples: Stockholders’ Agreement (Ply Gem Holdings Inc), Limited Liability Company Agreement (Beard Energy Transition Acquisition Corp.), Limited Liability Company Agreement (Stronghold Digital Mining, Inc.)

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Representation By Counsel; Interpretation. The parties Parties each acknowledge that each party to this Agreement Party has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreementhereby. Accordingly, any rule of Law, Law or any legal decision that would require interpretation of any claimed ambiguities in any portions of this Agreement against the party Party that drafted it has no application and is expressly waived. If any provision of this Agreement is, in the judgment of the trier of fact, ambiguous or unclear, that provision shall be interpreted in a reasonable manner to effect the intent of the Parties.

Appears in 7 contracts

Samples: Share and Publication Rights Purchase Agreement (Telecomunicaciones De Puerto Rico Inc), Securities Purchase Agreement (NCI, Inc.), Stock Purchase Agreement (Marriott International Inc /Md/)

Representation By Counsel; Interpretation. The parties hereto each acknowledge that each party to this Agreement has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Lawlaw, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived.

Appears in 7 contracts

Samples: Membership Interest Purchase Agreement (Solar Power, Inc.), Membership Interest Purchase Agreement (Rentech Inc /Co/), Stock Purchase Agreement (Amerus Life Holdings Inc)

Representation By Counsel; Interpretation. The parties each acknowledge that each party to this Agreement it has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived. The provisions of this Agreement will be interpreted in a reasonable manner to effect the intent of the parties.

Appears in 6 contracts

Samples: Non Competition and Non Solicitation Agreement (Dex Media Inc), Non Competition and Non Solicitation Agreement (Dex Media West LLC), Non Competition and Non Solicitation Agreement (Surewest Communications)

Representation By Counsel; Interpretation. The parties Parties acknowledge that each party Party to this Agreement has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived.

Appears in 5 contracts

Samples: Limited Liability Company Agreement (Boxwood Merger Corp.), Limited Liability Company Agreement (Golden Nugget Online Gaming, Inc.), Limited Liability Company Agreement (Landcadia Holdings II, Inc.)

Representation By Counsel; Interpretation. The parties acknowledge Each party acknowledges that each party to this Agreement it has been represented by counsel or has had the opportunity to be represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, or law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waivedwaived by such parties. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of the parties hereto.

Appears in 5 contracts

Samples: Agreement (Steven Madden, Ltd.), Performance Share Agreement (Steven Madden, Ltd.), Steven Madden, Ltd.

Representation By Counsel; Interpretation. The parties acknowledge that each party to this Agreement has they have been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreementhereby. Accordingly, any rule of Law, or law or any legal decision that would require the interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waivedwaived by the parties. The provisions of this Agreement shall be interpreted in a reasonable manner to give effect to the intent of the parties hereto.

Appears in 5 contracts

Samples: Asset Purchase Agreement (P&f Industries Inc), Asset Purchase Agreement (P&f Industries Inc), Surplus Note Purchase Agreement (Dcap Group Inc)

Representation By Counsel; Interpretation. The parties Employer and Executive each acknowledge that each party to this Agreement has been represented by counsel in connection with this Agreement and the transactions matters contemplated by this Agreement. Accordingly, any rule of Lawlaw, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of the parties.

Appears in 5 contracts

Samples: Employment Agreement (Taubman Centers Inc), Employment Agreement (Taubman Centers Inc), Employment Agreement (Taubman Centers Inc)

Representation By Counsel; Interpretation. The parties acknowledge that each party to this Agreement has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Lawlaw, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived.

Appears in 5 contracts

Samples: Stockholders’ Agreement (Emdeon Inc.), Stockholders’ Agreement (Emdeon Inc.), Stockholders’ Agreement (Emdeon Inc.)

Representation By Counsel; Interpretation. The parties acknowledge Each Party acknowledges that each party to this Agreement it has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party Party that drafted it has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of the Parties.

Appears in 4 contracts

Samples: Branding Agreement (Fairpoint Communications Inc), Non Competition Agreement (Idearc Inc.), Non Competition Agreement (Idearc Inc.)

Representation By Counsel; Interpretation. The parties each acknowledge that each party to this Agreement has participated in the drafting of and been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreementhereby. Accordingly, any rule of Law, Law or any legal decision that would require interpretation of any claimed ambiguities in any portions of this Agreement against the party that drafted it has no application and is expressly waived. If any provision of this Agreement is, in the judgment of the trier of fact, ambiguous or unclear, that provision shall be interpreted in a reasonable manner to effect the intent of the parties.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Dynegy Inc /Il/), Purchase Agreement (Dynegy Inc /Il/), Stock Purchase Agreement (Union Electric Co)

Representation By Counsel; Interpretation. The parties acknowledge that each Each party to this Agreement acknowledges that it has been had the opportunity to be represented by counsel in connection with the negotiation, preparation, and execution of this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Lawlaw, including, but not limited to, the doctrine of contra proferentem, or any legal decision that which would require interpretation of any claimed ambiguities in this Agreement against the drafting party that drafted it has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of the parties.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Allegiance Bancshares, Inc.), Agreement and Plan of Merger (Allegiance Bancshares, Inc.), Director Support Agreement (CBTX, Inc.)

Representation By Counsel; Interpretation. The parties Members acknowledge that each party to this Agreement has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Emdeon Corp), Limited Liability Company Agreement (HLTH Corp), Limited Liability Company Agreement (Emdeon Inc.)

Representation By Counsel; Interpretation. The parties acknowledge Each party acknowledges that each party to this Agreement he or it has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreementhereby. Accordingly, any rule of Law, or law or any legal decision that would require the interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waivedwaived by the parties. The provisions of this Agreement shall be interpreted in a reasonable manner to give effect to the intent of the parties hereto.

Appears in 3 contracts

Samples: Agreement (Extech Corp), Agreement (Extech Corp), Agreement (Dcap Group Inc/)

Representation By Counsel; Interpretation. The parties acknowledge Each party acknowledges that each party to this Agreement it has been given an opportunity to be represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any Any rule of Law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it it, has no application and is expressly waived.

Appears in 2 contracts

Samples: Indemnification Agreement (Corillian Corp), Indemnification Agreement (Corillian Corp)

Representation By Counsel; Interpretation. The parties acknowledge Company and Employee each acknowledges that each party to this Agreement has been represented by counsel in connection with this Agreement and the transactions matters contemplated by this Agreement. Accordingly, any rule of Lawlaw, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived. The provision of this Agreement shall be interpreted in a reasonable manner to effect the intent of the parties.

Appears in 2 contracts

Samples: Employment Agreement (FTE Networks, Inc.), Employment Agreement (FTE Networks, Inc.)

Representation By Counsel; Interpretation. The parties Company and Employee each acknowledge that each party to this Agreement has been been, or has had the opportunity to be, represented by counsel in connection with this Agreement and the transactions matters contemplated by this Agreement. Accordingly, any rule of Law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived. The provisions of this Agreement will be interpreted in a reasonable manner to effect the intent of the parties.

Appears in 2 contracts

Samples: Employment Agreement (Redline Performance Products Inc), Employment Agreement (Redline Performance Products Inc)

Representation By Counsel; Interpretation. The Each of the parties hereto acknowledge and agree that the terms of this Agreement were negotiated at arm's length and that each party to this Agreement has been been, or has had an opportunity to be represented by separate counsel in connection with this Agreement and the transactions matters contemplated by this Agreement. Accordingly, any rule of Lawlaw, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived.. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of the parties. * * * * *

Appears in 2 contracts

Samples: Voting Agreement Voting Agreement (Gundle SLT Environmental Inc), Voting Agreement (Gundle SLT Environmental Inc)

Representation By Counsel; Interpretation. The parties acknowledge Each party acknowledges that each party to this Agreement it has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreementhereby. Accordingly, any rule of Law, or law or any legal decision that would require the interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waivedwaived by the parties. The provisions of this Agreement shall be interpreted in a reasonable manner to give effect to the intent of the parties hereto.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Cit Group Inc), Consulting Agreement (Comprehensive Healthcare Solutions Inc)

Representation By Counsel; Interpretation. The parties Parties each acknowledge that each party to this Agreement Party has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, Law or any legal decision that would require interpretation of any claimed ambiguities in any portions of this Agreement against the party Party that drafted it has no application and is expressly waived. If any provision of this Agreement is, in the judgment of the trier of fact, ambiguous or unclear, that provision shall be interpreted in a reasonable manner to effect the intent of the Parties.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Volt Information Sciences, Inc.), Stock Sale and Purchase Agreement

Representation By Counsel; Interpretation. The parties acknowledge that each party to this Agreement has they have been represented by counsel counsel, or afforded the opportunity to be represented by counsel, in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, or law or any legal decision that would require the interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waivedwaived by the parties. The provisions of this Agreement shall be interpreted in a reasonable manner to give effect to the intent of the parties hereto.

Appears in 2 contracts

Samples: Non Disclosure Agreement, Solicitation Agreement

Representation By Counsel; Interpretation. The parties acknowledge Each Party acknowledges that each party to this Agreement it has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreementhereby. Accordingly, any rule of Law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party Party that drafted it has no application and is expressly waived. The provisions of this Agreement will be interpreted in a reasonable manner to effect the intent of the Parties.

Appears in 2 contracts

Samples: Smud Cooperation Agreement, El Dorado – Smud Cooperation Agreement

Representation By Counsel; Interpretation. The parties hereto each acknowledge that each party to this Agreement has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Lawlaw, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived.

Appears in 2 contracts

Samples: Employment Agreement (TVAX Biomedical, Inc.), Employment Agreement (TVAX Biomedical, Inc.)

Representation By Counsel; Interpretation. The parties hereto acknowledge that each party to this Agreement has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Rice Acquisition Corp. II), Agreement (Pro Elite Inc)

Representation By Counsel; Interpretation. The parties Parties acknowledge that they each party to this Agreement has have been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it a drafting Party has no application and is expressly waived.

Appears in 1 contract

Samples: Share Exchange Agreement (Innovest Global, Inc.)

Representation By Counsel; Interpretation. The parties acknowledge Each party acknowledges that each party to this Agreement it has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, or any legal decision Legal Requirement that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived. The provisions of this Agreement will be interpreted in a reasonable manner to effect the intent of the parties.

Appears in 1 contract

Samples: Stock Purchase Agreement (Webmd Corp /New/)

Representation By Counsel; Interpretation. The parties each acknowledge that each party to this Agreement has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, Law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of the parties.

Appears in 1 contract

Samples: Asset Purchase Agreement (Gottschalks Inc)

Representation By Counsel; Interpretation. The parties hereto acknowledge that each party hereto to this Agreement has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application application, to the fullest extent permitted by Law, and is expressly waived.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Archaea Energy Inc.)

Representation By Counsel; Interpretation. The parties acknowledge that each party to this Agreement has they have been represented by counsel in connection with this Agreement and the Transaction Documents and the transactions contemplated by this Agreementhereby and thereby. Accordingly, any rule of Law, or Law or any legal decision that would require the interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waivedwaived by the parties. The provisions of this Agreement shall be interpreted in a reasonable manner to give effect to the intent of the parties hereto.

Appears in 1 contract

Samples: Asset Purchase Agreement (P&f Industries Inc)

Representation By Counsel; Interpretation. The parties acknowledge that each Each party to this Agreement has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, Law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of the parties.

Appears in 1 contract

Samples: Asset Purchase Agreement (Nn Inc)

Representation By Counsel; Interpretation. The parties Parties each acknowledge that each party to this Agreement it has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party Party that drafted it has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of the Parties.

Appears in 1 contract

Samples: Publishing Agreement (Local Insight Yellow Pages, Inc.)

Representation By Counsel; Interpretation. The parties acknowledge Each party acknowledges that each such party to this Agreement has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Lawlaw, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of the parties.

Appears in 1 contract

Samples: Acquisition Agreement (Astec Industries Inc)

Representation By Counsel; Interpretation. The parties acknowledge hereto agree that each party to this Agreement has they have been represented by counsel in connection with during the negotiation and execution of this Agreement and and, therefore, waive the transactions contemplated by this Agreement. Accordinglyapplication of any law, any regulation, holding or rule of Law, or any legal decision construction providing that would require interpretation of any claimed ambiguities in this Agreement an agreement or other document will be construed against the party that drafted it has no application and is expressly waiveddrafting such agreement or document. The provisions of this Agreement will be interpreted in a reasonable manner to effect the intent of the parties hereto.

Appears in 1 contract

Samples: Acquisition Agreement (Cell Therapeutics Inc)

Representation By Counsel; Interpretation. The parties each acknowledge that each party to this Agreement has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, Applicable Law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of the parties.

Appears in 1 contract

Samples: Asset Purchase Agreement (CNL Income Properties Inc)

Representation By Counsel; Interpretation. The parties acknowledge Each of the Parties acknowledges that each party to this Agreement it has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, Law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party Party that drafted it has no application and is expressly waived. The provisions of this Agreement will be interpreted in a reasonable manner to effect the intent of the Parties.

Appears in 1 contract

Samples: Separation Agreement (Qwest Communications International Inc)

Representation By Counsel; Interpretation. The Each of the parties acknowledge hereto acknowledges that each party to this Agreement he, she or it has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cyberkinetics Neurotechnology Systems, Inc.)

Representation By Counsel; Interpretation. The parties acknowledge Each Party acknowledges that each party to this Agreement it has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreementthereby. Accordingly, any rule of Law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and any such right is expressly waived. The provisions of this Agreement will be interpreted in a reasonable manner to affect the intent of the Parties.

Appears in 1 contract

Samples: Asset Purchase Agreement (NewAge, Inc.)

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Representation By Counsel; Interpretation. The parties acknowledge that each party to this Agreement has they have been represented by counsel counsel, or afforded the opportunity to be represented by counsel, in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, law or any legal decision that would require the interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waivedwaived by the parties. The provisions of this Agreement shall be interpreted in a reasonable manner to give effect to the intent of the parties hereto.

Appears in 1 contract

Samples: Security Agreement (BioRestorative Therapies, Inc.)

Representation By Counsel; Interpretation. The parties acknowledge Each of Party acknowledges that each party Party to this Agreement has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, Law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party Party that drafted it has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of the Parties.

Appears in 1 contract

Samples: Contribution Agreement (Rw Holdings NNN Reit, Inc.)

Representation By Counsel; Interpretation. The parties acknowledge Each Party acknowledges that each party to this Agreement it has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party Party that drafted it has no application and is expressly waived.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Calavo Growers Inc)

Representation By Counsel; Interpretation. The parties Members acknowledge that each party to this Agreement and the Existing LLC Agreement has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Earthstone Energy Inc)

Representation By Counsel; Interpretation. The parties acknowledge that each party to this Agreement has they have been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreementhereby. Accordingly, any rule of Law, Legal Requirement or any legal decision Decree that would require the interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waivedwaived by the parties. The provisions of this Agreement shall be interpreted in a reasonable manner to give effect to the intent of the parties hereto.

Appears in 1 contract

Samples: Asset Purchase Agreement (Aceto Corp)

Representation By Counsel; Interpretation. The Each of the parties acknowledge hereto acknowledges that each party to this Agreement it has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived.

Appears in 1 contract

Samples: Asset Purchase Agreement (Provant Inc)

Representation By Counsel; Interpretation. The parties acknowledge that each party to this Agreement has they have been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreementhereby. Accordingly, any rule of Law, Law or any legal decision Order that would require the interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waivedwaived by the parties. The provisions of this Agreement shall be interpreted in a reasonable manner to give effect to the intent of the parties hereto.

Appears in 1 contract

Samples: Agreement and Plan of Merger (P&f Industries Inc)

Representation By Counsel; Interpretation. The parties acknowledge Each of the Contributor and the Contributee acknowledges that each party Party to this Agreement has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, Law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party Party that drafted it has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of the Contributee and the Contributor.

Appears in 1 contract

Samples: Contribution and Purchase Agreement (Steadfast Apartment REIT, Inc.)

Representation By Counsel; Interpretation. The parties acknowledge Each Party acknowledges that each party to this Agreement it has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any Any rule of Law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party Party that drafted it has no application and is expressly waived.

Appears in 1 contract

Samples: Agreement (Univision Communications Inc)

Representation By Counsel; Interpretation. The parties Members acknowledge that each party to this Agreement has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, or any legal decision that would require interpretation of 101 any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived.

Appears in 1 contract

Samples: Equity Holder Release (Emdeon Inc.)

Representation By Counsel; Interpretation. The parties each acknowledge that each party to this Agreement has been represented by counsel in connection with this Agreement and the transactions contemplated by this AgreementTransactions. Accordingly, any rule of Law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived. The provisions of this Agreement will be interpreted in a reasonable manner to effect the intent of the parties hereto.

Appears in 1 contract

Samples: Asset Purchase Agreement (Corio Inc)

Representation By Counsel; Interpretation. The parties acknowledge that each Each party to this Agreement has been had the opportunity to be represented by counsel in connection with this Agreement and the transactions contemplated by this Agreementcounsel. Accordingly, any rule of Law, law or any legal decision that which would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived. The provisions of this Agreement will be interpreted in a reasonable manner to affect the intent of the Parties.

Appears in 1 contract

Samples: Consulting Agreement (Charys Holding Co Inc)

Representation By Counsel; Interpretation. The parties hereto acknowledge that each party to this Agreement has they have been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreementhereby. Accordingly, any rule of Law, or law or any legal decision that would require the interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waivedwaived by the parties hereto. The provisions of this Agreement shall be interpreted in a reasonable manner to give effect to the intent of the parties hereto.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Mobiquity Technologies, Inc.)

Representation By Counsel; Interpretation. The parties each acknowledge that each party to this Agreement has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, Law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party or parties that drafted it has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of the parties.

Appears in 1 contract

Samples: Asset Purchase Agreement (Atlantic Technology Ventures Inc)

Representation By Counsel; Interpretation. The parties acknowledge Each party acknowledges that each party to this Agreement it or he has been represented by counsel, or has been afforded the opportunity to be represented by counsel in connection with this Agreement and the transactions contemplated by this Agreementhereby. Accordingly, any rule of Law, or law or any legal decision that would require the interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waivedwaived by the parties. The provisions of this Agreement shall be interpreted in a reasonable manner to give effect to the intent of the parties hereto.

Appears in 1 contract

Samples: Management Agreement (Tarsier Ltd.)

Representation By Counsel; Interpretation. The parties acknowledge Each party acknowledges that each party to this Agreement he or it has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreementhereby. Accordingly, any rule of Law, or law or any legal decision that would require the interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived.and

Appears in 1 contract

Samples: Agreement (Dcap Group Inc/)

Representation By Counsel; Interpretation. The Each of the parties hereto acknowledge and agree that the terms of this Agreement were negotiated at arm’s length and that each party to this Agreement has been been, or has had an opportunity to be represented by separate counsel in connection with this Agreement and the transactions matters contemplated by this Agreement. Accordingly, any rule of Lawlaw, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of the parties.

Appears in 1 contract

Samples: Voting Agreement (Amf Bowling Worldwide Inc)

Representation By Counsel; Interpretation. The parties Parties acknowledge that each party to this Agreement has they have been represented by counsel counsel, or have been afforded the opportunity to be represented by counsel, in connection with this Agreement and the transactions contemplated by this Agreementhereby. Accordingly, any rule of Law, or law or any legal decision that would require the interpretation of any claimed ambiguities in this Agreement against the party Party that drafted it has no application and is expressly waivedwaived by the Parties. The provisions of this Agreement shall be interpreted in a reasonable manner to give effect to the intent of the Parties hereto.

Appears in 1 contract

Samples: License Agreement (BioRestorative Therapies, Inc.)

Representation By Counsel; Interpretation. The parties hereto each acknowledge that each party to this Agreement has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement. Accordingly, any rule of Law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and any such right is expressly waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the intent of Seller and Buyer.

Appears in 1 contract

Samples: Asset Purchase Agreement (Predictive Systems Inc)

Representation By Counsel; Interpretation. The parties acknowledge Each party acknowledges that each party to this Agreement it has been represented by counsel counsel, or has been afforded the opportunity to be represented by counsel, in connection with this Agreement and the transactions contemplated language hereof has been negotiated by this Agreementthe parties in arm's length negotiations. Accordingly, any rule of Law, or law or any legal decision that would require the interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waivedwaived by the parties. The provisions of this Agreement shall be interpreted in a reasonable manner to give effort to the intent of the parties hereto.

Appears in 1 contract

Samples: Agreement (Nathaniel Energy Corp)

Representation By Counsel; Interpretation. The parties acknowledge hereto each acknowledges that each party to this Agreement it has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreementhereby. Accordingly, any rule of Law, law or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived.

Appears in 1 contract

Samples: Asset Purchase Agreement (Imperial Sugar Co /New/)

Representation By Counsel; Interpretation. The parties acknowledge Each party acknowledges that each party to this Agreement it has been represented by counsel in connection with this Agreement and Agreement. If any claim is made by a party relating to any conflict, omission or ambiguity in the transactions contemplated by provisions of this Agreement, no presumption or burden of proof or persuasion will be implied because this Agreement was prepared by or at the request of any party or its counsel. Accordingly, The parties waive any statute or rule of Law, or any legal decision that would require interpretation of any claimed ambiguities in this Agreement against law to the party that drafted it has no application and is expressly waivedcontrary.

Appears in 1 contract

Samples: Registration Rights Agreement (Univision Communications Inc)

Representation By Counsel; Interpretation. The parties Parties each acknowledge that each party to this Agreement it has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreementhereby. Accordingly, any rule of Law, Law or any legal decision that would require interpretation of any claimed ambiguities in any portions of this Agreement against the party Party that drafted it has no application and is expressly waived. If any provision of this Agreement is, in the judgment of the trier of fact, ambiguous or unclear, that provision shall be interpreted in a reasonable manner to effect the intent of the Parties.

Appears in 1 contract

Samples: Partnership Interest Purchase Agreement (Dynegy Inc /Il/)

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