Common use of Transaction Privilege Clause in Contracts

Transaction Privilege. (a) The Parties hereby acknowledge and agree that Xxxxxxx & Xxxxxxx LLP (“DD”) has represented the Company, the Seller and one or more of their Affiliates prior to the date of this Agreement, including in connection with the negotiation, documentation and consummation of this Agreement and the transactions contemplated by this Agreement, and that the Seller and such Affiliates and their respective Representatives (each a “Seller Entity” and collectively, the “Seller Entities”) have a reasonable expectation that, after the Closing, DD will, if the Seller Entities so wish, represent them in connection with any pending or possible or threatened Claim or any other matter or Proceeding involving any Seller Entity or their Representatives, on the one hand, and any other Party to this Agreement (including the Company from and after the Closing) (an “Other Party”) or any of their respective Affiliates and Representatives (each an “Other Party Group Member” and collectively the “Other Party Group Members”), on the other hand, arising under or relating to this Agreement.

Appears in 2 contracts

Samples: Supply Agreement (Flotek Industries Inc/Cn/), Share Purchase Agreement (Flotek Industries Inc/Cn/)

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Transaction Privilege. (a) The Parties hereby acknowledge and agree that Xxxxxxx & Xxxxxxx Xxxxxx LLP (“DD”"Xxxxxxx Xxxxxx") has represented the Company, the Seller Sellers and one or more of their Affiliates (each a "Seller Group Member" and, collectively, the "Seller Group Members") and the Companies prior to the date of this AgreementClosing Date, including in connection with the negotiation, documentation documentation, and consummation of this Agreement and the transactions contemplated by this AgreementTransaction Documents, and that the Seller and such Affiliates and their respective Representatives (each a “Seller Entity” and collectively, the “Seller Entities”) Group Members have a reasonable expectation that, after the Closing, DD Xxxxxxx Xxxxxx will, if the Seller Entities Group Members so wish, represent them in connection with any pending or possible or threatened Claim or any other matter or Proceeding Action involving any Seller Entity Group Member or their Representatives, on the one hand, and any other Party party to this Agreement (including the Company Companies from and after the Closing) (an "Other Party") or any of their respective Affiliates and Representatives (each an "Other Party Group Member” and collectively " and, collectively, the "Other Party Group Members"), on the other hand, arising under or relating to the negotiation, documentation and consummation of this AgreementAgreement and the Transaction Documents.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Vivakor, Inc.)

Transaction Privilege. (a) The Parties hereby acknowledge and agree that Xxxxxxx & Xxxxxxx LLP Xxxxx Xxxxx L.L.P. (“DDXxxxx Xxxxx”) has represented the Company, the Seller Sellers and one or more of their Affiliates prior to the date of this Agreement, including in connection with the negotiation, documentation and consummation of this Agreement and the transactions contemplated by this Agreement, and that the Seller Sellers and such Affiliates and their respective Representatives (each a “Seller Entity” and collectively, the “Seller Entities”) have a reasonable expectation that, after the Closing, DD Xxxxx Xxxxx will, if the Seller Entities so wish, represent them in connection with any pending or possible or threatened Claim or any other matter or Proceeding involving any Seller Entity or their Representatives, on the one hand, and any other Party to this Agreement (including the Company from and after the Closing) (an “Other Party”) or any of their respective Affiliates and Representatives (each an “Other Party Group Member” and collectively the “Other Party Group Members”), on the other hand, arising under or relating to this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Oil States International, Inc)

Transaction Privilege. (a) The Parties hereby acknowledge and agree that Xxxxxxx & Xxxxxxx LLP Baker Boxxx X.X.X. (“DDBaker Boxxx”) has represented xxx xepresented the CompanyParent, the Seller and one or more of their respective Affiliates prior to the date of this Agreement, including in connection with the negotiation, documentation and consummation of this Agreement and the transactions contemplated by this Agreement, and that the Parent, the Seller and such Affiliates and their respective Representatives (each a “Seller FET Entity” and collectively, the “Seller FET Entities”) have a reasonable expectation that, after the Closing, DD willBaker Boxxx xixx, if xf the Seller FET Entities so wish, represent them in connection with any pending or possible or threatened Claim or any other matter or Proceeding involving any Seller FET Entity or their Representatives, on the one hand, and any other Party to this Agreement (including the Company from and after the Closing) (an “Other Party”) or any of their respective Affiliates and Representatives (each an “Other Party Group Member” and collectively the “Other Party Group Members”), on the other hand, arising under or relating to this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Forum Energy Technologies, Inc.)

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Transaction Privilege. (a) The Parties hereby acknowledge and agree that Xxxxxxx Xxxxxx, Xxxx & Xxxxxxx Xxxxxxxx LLP (“DDXxxxxx Xxxx”) has represented the Company, the Seller and one or more of their Affiliates prior to the date of this Agreement, including in connection with the negotiation, documentation and consummation of this Agreement and the transactions contemplated by this Agreement, and that the Seller and such Affiliates and their respective Representatives (each a “Seller Entity” and collectively, the “Seller Entities”) have a reasonable expectation that, after the Closing, DD Xxxxxx Xxxx will, if the Seller Entities so wish, represent them in connection with any pending or possible or threatened Claim or any other matter or Proceeding involving any Seller Entity or their Representatives, on the one hand, and any other Party to this Agreement (including the Company from and after the Closing) (an “Other Party”) or any of their respective Affiliates and Representatives (each an “Other Party Group Member” and collectively the “Other Party Group Members”), on the other hand, arising under or relating to this Agreement.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (American Midstream Partners, LP)

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