Representation of Counsel. Maker acknowledges that they have consulted with or have had the opportunity to consult with their legal counsel prior to executing this Note. This Note has been freely negotiated by Maker and Holder and any rule of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Note.
Representation of Counsel. Each party to this Agreement has been represented by counsel during the preparation and negotiation of this Agreement, and therefore waives any rule of construction that would construe ambiguities against the party drafting this Agreement.
Representation of Counsel. The parties acknowledge that they have consulted with or have had the opportunity to consult with their own legal counsel prior to executing this Warrant. This Warrant has been freely negotiated by the parties and any rule of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Warrant.
Representation of Counsel. Each of the Parties has engaged separate counsel and have relied upon the advice provided by their counsel. .
Representation of Counsel. The parties hereto, jointly and ------------------------- individually, hereby acknowledge that they have been represented by counsel in connection with the giving and execution of this Agreement; that they understand the meaning of this document; that they intend to be legally bound by all of the terms set forth herein; and that they have received consideration deemed by them and their counsel to be sufficient for the giving and execution of this document.
Representation of Counsel. This Agreement has been drafted on the basis of mutual contribution of language and is not to be construed against any party as being the drafter or causing the same to be drafted. Each party represents, warrants, acknowledges and confirms that, in connection with the negotiation, drafting and execution of this Agreement, it has at all times been represented by competent counsel of its own choosing or has determined, in the sole discretion of such party, not to seek counsel’s advice in connection with the negotiation, drafting and execution of this Agreement.
Representation of Counsel. Executive has been encouraged by the Company to consult with and seek the advice of an attorney in connection with his review and execution of this Agreement.
Representation of Counsel. CONSTRUCTION OF AGREEMENT: ------------------------------------------------------ The parties acknowledge that they have been represented, or have had the opportunity to be represented, by the counsel of their own choice. Neither party is relying upon any legal advice from the other party's counsel regarding the subject matter thereof. Both parties acknowledge that they understand the terms and conditions hereof and the terms and conditions of all other documents and agreements executed in connection herewith and that they sign the same freely. The Lease and this Addendum and any ambiguities or uncertainties contained herein shall be equally and fairly interpreted for the benefit of and against all parties to this Agreement and shall further be construed and interpreted without reference to the identity of the party or parties preparing this document, it being expressly understood and agreed that the parties hereto participated equally in the negotiation and preparation of this Agreement or have had equal opportunity to do so. Accordingly, the parties hereby waive the legal effect of California Civil Code Section 1654 or any successor and/or amended statute which in part states that in cases of uncertainty, the language of the contract should be interpreted most strongly against the party who caused the uncertainty to exist.
Representation of Counsel. Each of the Parties acknowledges that Perkins Coie currently serves as counsel to the Company, including in connection with the negotiation, preparation, execution and delivery of this Agreement and the other Transaction Documents and the consummation of the Contemplated Transactions. There may come a time, including after consummation of the Contemplated Transactions, when the interests of the Company may no longer be aligned or when, for any reason, Parent, the Company, any equityholder of Parent or the Company (each, an “Equityholder”), or Xxxxxxx Xxxx believes that Xxxxxxx Xxxx can or should no longer represent the Company, Parent or any Equityholder. The Parties understand and specifically agree that Xxxxxxx Xxxx may withdraw from representing the Company and continue to represent any Equityholder, even if their respective interests, and the interests of the Company are or may be adverse, including in connection with any dispute arising out of or relating to this Agreement, any other Transaction Document or the Contemplated Transactions, and even though Xxxxxxx Xxxx may have represented the Company in a matter substantially related to such dispute or may be handling ongoing matters for Parent, the Company or any of their respective Affiliates, and Parent and the Company hereby consent thereto and waive any conflict of interest arising therefrom.
Representation of Counsel. The parties represent herein that they have been fully and adequately represented by counsel in this transaction.
