Consent to Representation Sample Clauses
The Consent to Representation clause authorizes an attorney or law firm to act on behalf of a client in legal matters. This clause typically outlines the scope of the representation, such as handling negotiations, filing documents, or appearing in court, and may specify any limitations or conditions on the attorney's authority. Its core function is to formally establish the attorney-client relationship and ensure that the attorney has the necessary permission to advocate for the client, thereby preventing disputes over authority and clarifying the roles and expectations of both parties.
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Consent to Representation. 15.1 Each of the Members hereby acknowledges that Corporate Counsel drafted this Agreement and that he: (a) has been advised by Corporate Counsel that his interest in the Agreement may conflict with those of the other Members or the Company; (a) has received from Corporate Counsel a disclosure of the facts causing that conflict of interest; (a) has been advised by Corporate Counsel that this Agreement will have tax consequences; (d) has been encouraged by Corporate Counsel to seek independent legal counsel and other professional advice regarding this Agreement and its tax consequences; and (e) is aware that if a conflict between the parties concerning this Agreement arises in the future, Corporate Counsel may be required to withdraw from representing him in his affiliated capacities with the Company, which would result in expense and inconvenience.
Consent to Representation. The Investor acknowledges and agrees that Winston & ▇▇▇▇▇▇ LLP is legal and tax counsel to the General Partner and the Investment Manager in connection with this offering of Interests and that such firm has in the past, does and may from time to time in the future, render services to the General Partner, the Investment Manager and its affiliates. The Investor further acknowledges and agrees that such firm may also, in the future, render services to the Fund with respect to activities other than the offer and sale of Interests. The Investor understands that Winston & ▇▇▇▇▇▇ LLP is not representing the Investor or any other prospective purchaser of Interests in connection with this Offering.
Consent to Representation. The Company and the Underwriters acknowledge that ▇▇▇▇▇▇ & ▇▇▇▇▇▇ L.L.P., which is acting as counsel to the Underwriters in connection with the offer and sale of the Securities, also acts as counsel from time to time to the Company and certain of its affiliates in connection with unrelated matters. The Company and the Underwriters consent to ▇▇▇▇▇▇ & ▇▇▇▇▇▇ L.L.P. so acting as counsel to the Underwriters.
Consent to Representation. This agreement also constitutes notice to Recipient that Provider has engaged DLA Piper LLP (US) as its legal counsel in connection with the Possible Transaction, and Recipient hereby (i) consents to the continued representation of Provider by DLA Piper LLP (US) in relation to the Possible Transaction notwithstanding the fact that DLA Piper LLP (US) may have represented, and may currently or in the future represent, Recipient and/or any of its respective affiliates with respect to unrelated matters and (ii) waive any actual or alleged conflict and actual or alleged violation of ethical or comparable rules applicable to DLA Piper LLP (US) that may arise from its representation of Provider in connection with the Possible Transaction, including but not limited to representing Provider against Recipient and/or its affiliates in litigation, arbitration, or mediation in connection therewith. In addition, Recipient hereby acknowledges that the consent and waiver under this paragraph is voluntary and informed, and that Recipient has obtained independent legal advice with respect to this consent and waiver. Recipient further agrees that they are each aware of the extent of their respective relationships, if any, with DLA Piper LLP (US), and do not require additional information from DLA Piper LLP (US) in order to understand the nature of this consent. If Recipient has any questions regarding this paragraph, please contact ▇▇▇ ▇▇▇▇▇ at DLA Piper LLP (US) at (▇▇▇) ▇▇▇-▇▇▇▇ or ▇▇▇.▇▇▇▇▇@▇▇▇▇▇▇▇▇.▇▇▇. DLA Piper LLP (US) is an express third party beneficiary of this paragraph.
Consent to Representation. (a) Each of the parties acknowledges and agrees, on its own behalf and on behalf of its directors, officers, shareholders, partners, employees and Affiliates, that H▇▇▇▇▇▇▇ LLP currently serves as counsel to the Company, certain Company Shareholders, certain holders of Company Warrants and certain Affiliates of the foregoing (individually and collectively, the “Seller Group”), in connection with the negotiation, preparation, execution and delivery of this Agreement, the other Transaction Documents, the consummation of the Transactions (including the Merger) and in connection with other matters relating to the Transactions. There may come a time, including after consummation of the Merger, when the interests of the Seller Group, on the one hand, and the Company, on the other hand, may no longer be aligned or when, for any reason, the Seller Group, H▇▇▇▇▇▇▇ LLP or the Company believes that H▇▇▇▇▇▇▇ LLP can or should no longer represent members of the Seller Group, on the one hand, and the Company, on the other hand. In such case, Parent and the Surviving Corporation agree that H▇▇▇▇▇▇▇ LLP (or any successor) may represent members of the Seller Group in the future in connection with issues that may arise under or relate to this Agreement or the Transactions, and any claims that may be made pursuant or relating to this Agreement or the Transactions, even though the interests of the Seller Group may be directly adverse to Parent or the Surviving Corporation, and even though H▇▇▇▇▇▇▇ LLP may have represented the Company in a matter substantially related to such dispute or may be handling ongoing matters for the Surviving Corporation or Parent. H▇▇▇▇▇▇▇ LLP (or any successor) may serve as counsel to all or a portion of the Seller Group or any director, member, partner, officer, employee, Affiliate or other Representative of the Seller Group, in connection with any litigation, claim or obligation arising out of or relating to this Agreement, another Transaction Document or the Transaction. Each of the parties consents thereto, and waives any conflict of interest arising therefrom, and each such party will cause any Affiliate thereof to consent to waive any conflict of interest arising from such representation. Each party acknowledges that such consent and waiver is voluntary, that it has been carefully considered, and that the parties have consulted with counsel or have been advised they should do so in this connection.
(b) Notwithstanding anything to the contrary...
Consent to Representation. The Company and the Underwriters acknowledge that Vinson & Elkins L.L.P., which is acting as counsel to the Underwriters i▇ ▇▇▇▇ect▇▇▇ ▇▇th the offer and sale of the Securities, also acts as counsel from time to time to the Company and certain of its affiliates in connection with unrelated matters. The Company and the Underwriters consent to Vinson & Elkins L.L.P. so acting as counsel to the Underwriters. If the foregoing is in accordance with your understanding of our agreement, please sign and return to us the enclosed duplicate hereof, whereupon this letter and your acceptance shall represent a binding agreement among the Company and the several Underwriters. Very truly yours, WASTE MANAGEMENT, INC. By /s/ WILLIAM L. TRUBECK ------------------------------- Name: William L. Trubeck Titl▇: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇ President and Chief Financial Officer THE FOREGOING AGREEMENT IS HEREBY CONFIRMED AND ACCEPTED AS OF THE DATE SPECIFIED IN SCHEDULE I HERETO. BANC OF AMERICA SECURITIES LLC J.P. MORGAN SECURITIES INC. SALOMON SMITH BARNEY INC. BY: BANC OF ▇▇▇▇▇▇▇ ▇▇CURITIES LLC By /▇/ ▇▇L▇ ▇▇▇▇G --------------------------------------------------- Na▇▇: ▇▇▇▇ Chang Title: Principal BY: J.P. MORGAN SECURITIES INC. ▇▇ /s/ MARIA SRAMEK --------------------------------------------------- ▇▇▇▇: ▇▇▇▇▇ Sramek Title: Vice President BY: SALOMON SMITH BARNEY ▇▇▇. ▇▇ /s/ JOHN SHAFER III --------------------------------------------------- ▇▇▇▇: ▇ohn Shafer III Title: Vice President For themselves and the other ▇▇▇▇▇▇▇ ▇▇derwriters, if any, named in Schedule II to the foregoing Agreement. SCHEDULE I Underwriting Agreement dated: November 15, 2001 Registration Statement No.: 333-80063 Representative(s): Banc of America Securities LLC J.P. Morgan Securities Inc. Salomon Smith Bar▇▇▇ ▇▇▇. ▇itle, Purchase Price and Description of Secu▇▇▇▇▇▇: ▇▇tle: 6 1/2% Senior Notes Due 2008 Principal amount: $400,000,000 Purchase price (include accrued interest or amortization, if any, from November 20, 2001): 98.984% Sinking fund provisions: None Redemption provisions: Make Whole Call + 25bp Other provisions: As provided in the Indenture Closing Date, Time and Location: November 20, 2001 at 8:30 a.m. CST at the offices of Baker Botts L.L.P., One Shell Plaza, 910 Louisiana Street, Houston, Texa▇ ▇▇▇0▇ ▇▇pe of Offering: Non-delay▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇ ▇▇ ▇▇▇▇▇▇▇ ▇(▇) ▇▇▇▇▇ which the Company may offer or sell debt securities issued or guaranteed by the Company without the consent of the Representative(s): Dec...
Consent to Representation. The undersigned acknowledges and agrees that Katt▇▇ ▇▇▇▇▇▇ & ▇avi▇ ▇▇▇ acted as legal counsel to the Company in connection with this offering of Shares and that such firm has in the past and may from time to time in the future render services to the Company and its affiliates. The undersigned further acknowledges and agrees that such firm may also, in the future, render services to the Company with respect to activities other than the offer and sale of Shares. The undersigned understands that Katt▇▇ ▇▇▇▇▇▇ & ▇avis is not representing the undersigned or any other prospective purchaser of Shares in connection with this Offering.
Consent to Representation. Buyer understands and acknowledges the Escrow Agent provides and has provided legal representation and counsel to BMP, ▇▇▇▇▇▇▇ ▇. ▇▇▇▇, President and Chairman of BMP, ▇▇▇▇▇▇ ▇. ▇▇▇▇, Director of BMP, and Hydromer, Inc. and affiliate of BMP, and that service as Escrow Agent hereunder does not constitute legal representation of, or counsel to Buyer. Service as Escrow Agent hereunder will not bar Escrow Agent from continuing its representation of such persons and entities, including but not limited to representation in connection with the Agreement, or otherwise in connection with this Escrow Agreement. Buyer hereby consents to such representation.
Consent to Representation. You hereby consent to the current and future representation by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ & ▇▇▇▇▇, LLP ("WLDD"), of (a) the Company with respect to the offering of Units and (b) the Company and its affiliates with respect to other activities. You represent and warrant that you understand and acknowledge the different interests involved in WLDD's representation of the Company and its affiliates.
Consent to Representation. THE PARTIES ACKNOWLEDGE THAT C▇▇▇▇▇▇▇, PATCH, D▇▇▇▇ & BASS LLP ("CPDB") REPRESENTS THE COMPANY FOR PURPOSES OF THIS AGREEMENT AND DOES NOT REPRESENT EXECUTIVE. EXECUTIVE ACKNOWLEDGES THAT HE HAS BEEN ADVISED TO SEEK INDEPENDENT COUNSEL REGARDING THE NEGOTIATION AND EXECUTION OF THIS AGREEMENT. THE PARTIES AGREE THAT IN THE EVENT OF ANY CONFLICT OF INTEREST ARISING OUT OF THIS AGREEMENT, CPDB REPRESENTS THE INTERESTS OF THE COMPANY AND NOT THE EXECUTIVE.