Common use of Waiver of Conflicts Clause in Contracts

Waiver of Conflicts. Buyer (on behalf of itself and its Affiliates) hereby irrevocably acknowledges and agrees that: (a) Seller and/or any of its Affiliates or members shall have the right to retain ▇▇▇▇▇▇, Hall & ▇▇▇▇▇▇▇ LLP (the “Designated Firm”) to represent their interests in any dispute arising under or in connection with this Agreement, any agreement entered into pursuant to this Agreement, or the transactions contemplated hereby or thereby (a “Dispute”); (b) the Buyer (on behalf of itself and its Affiliates) irrevocably waives, consents to and covenants not to assert any objection, based on conflict of interest or otherwise, to any representation of Seller or any Affiliate or member by the Designated Firm in any Dispute; (c) all communications between Seller, the Company, or any of their respective Affiliates, directors, managers, officers, employees or representatives, on the one hand, and the Designated Firm, on the other hand, made in connection with the negotiation, preparation, execution, delivery and closing under, or any dispute arising in connection with, this Agreement or otherwise relating to any potential sale of the Company (the “Protected Seller Communications”), shall be deemed to be privileged and confidential communications; (d) all rights to such Protected Seller Communications, and the control of the confidentiality and privilege applicable thereto, shall be retained by Seller; and (e) to the extent the Buyer or any of its Affiliates (including the Company) should discover in its possession after the Closing any Protected Seller Communications, it shall take reasonable steps to preserve the confidentiality thereof and promptly deliver the same to Seller, keeping no copies, and shall not by reason thereof assert any loss of confidentiality or privilege protection.

Waiver of Conflicts. Buyer RSOL (on behalf of itself and its Affiliates) hereby irrevocably acknowledges and agrees that: (a) Seller and/or any the Company and each of its Affiliates or members the holders of equity interests in the Company shall have the right to retain ▇▇▇▇▇▇, Hall ▇▇▇▇ & ▇▇▇▇▇▇▇ LLP (the “Designated Firm▇▇▇▇▇▇”) to represent their respective interests in any dispute arising under or in connection with this Agreement, any agreement entered into pursuant to this Agreement, or the transactions contemplated hereby or thereby (a “Dispute”); (b) the Buyer RSOL (on behalf of itself and its Affiliates) irrevocably waives, consents to and covenants not to assert any objection, based on conflict of interest or otherwise, to any representation of Seller the Company or any Affiliate or member holder of equity interests in the Company by the Designated Firm ▇▇▇▇▇▇ in any Dispute; (c) all communications between Seller, any of the Company, or any of their respective Affiliates, directors, managers, officers, employees employees, agents or representativesRepresentatives, on the one hand, and the Designated Firm▇▇▇▇▇▇, on the other hand, made in connection with the negotiation, preparation, execution, delivery and closing under, or any dispute arising in connection with, this Agreement or otherwise relating to any potential sale of the Company and/or any of its Subsidiaries (the “Protected Seller Communications”), shall be deemed to be privileged and confidential communications; (d) all rights to such Protected Seller Communications, and the control of the confidentiality and privilege applicable thereto, shall be retained by Sellerthe Company Agent; and (e) to the extent the Buyer RSOL or any of its Affiliates (including the Surviving Company) should discover in its possession after the Closing date of this Agreement any Protected Seller Communications, it such party shall take reasonable steps to preserve the confidentiality thereof and promptly deliver the same to Sellerthe Company Agent, keeping no copies, and shall not by reason thereof assert any loss of confidentiality or privilege protection.

Waiver of Conflicts. Buyer (on behalf of itself and its Affiliates) hereby irrevocably acknowledges and agrees that: (a) each of the Seller and/or any of its Affiliates or members Members’ Agent and the Seller Members shall have the right to retain ▇C▇▇▇▇▇, Hall & ▇S▇▇▇▇▇▇ LLP (the “Designated Firm”) to represent their respective interests in any dispute arising under or in connection with this Agreement, any agreement entered into pursuant to this Agreement, or the transactions contemplated hereby or thereby (a “Dispute”); (b) the Buyer (on behalf of itself and its Affiliates) irrevocably waives, consents to and covenants not to assert any objection, based on conflict of interest or otherwise, to any representation of the Seller Members’ Agent or any Affiliate or member Seller Member by the Designated Firm in any Dispute; (c) all communications between Sellerany of the Seller Members, the Company, or any of their respective Affiliates, directors, managers, officers, employees employees, the Seller Members’ Agent or representatives, on the one hand, and the Designated Firm, on the other hand, made in connection with the negotiation, preparation, execution, delivery and closing under, or any dispute arising in connection with, this Agreement or otherwise relating to any potential sale of the Company (the “Protected Seller Communications”), shall be deemed to be privileged and confidential communications; (d) all rights to such Protected Seller Communications, and the control of the confidentiality and privilege applicable thereto, shall be retained by Sellerthe Seller Members’ Agent; and (e) to the extent the Buyer or any of its Affiliates (including the Company) should discover in its possession after the Closing any Protected Seller Communications, it shall take reasonable steps to preserve the confidentiality thereof and promptly deliver the same to Sellerthe Seller Members’ Agent, keeping no copies, and shall not by reason thereof assert any loss of confidentiality or privilege protection.

Waiver of Conflicts. Buyer (on behalf of itself and its Affiliates) hereby irrevocably acknowledges and agrees that: (a) each of the Seller and/or any of its Affiliates or members Members’ Agent and the Seller Members shall have the right to retain ▇▇▇▇▇▇, Hall & ▇▇▇▇▇▇▇ LLP (the “Designated Firm”) to represent their respective interests in any dispute arising under or in connection with this Agreement, any agreement entered into pursuant to this Agreement, or the transactions contemplated hereby or thereby (a “Dispute”); (b) the Buyer (on behalf of itself and its Affiliates) irrevocably waives, consents to and covenants not to assert any objection, based on conflict of interest or otherwise, to any representation of the Seller Members’ Agent or any Affiliate or member Seller Member by the Designated Firm in any Dispute; (c) all communications between Sellerany of the Seller Members, the Company, or any of their respective Affiliates, directors, managers, officers, employees employees, the Seller Members’ Agent or representatives, on the one hand, and the Designated Firm, on the other hand, made in connection with the negotiation, preparation, execution, delivery and closing under, or any dispute arising in connection with, this Agreement or otherwise relating to any potential sale of the Company (the “Protected Seller Communications”), shall be deemed to be privileged and confidential communications; (d) all rights to such Protected Seller Communications, and the control of the confidentiality and privilege applicable thereto, shall be retained by Sellerthe Seller Members’ Agent; and (e) to the extent the Buyer or any of its Affiliates (including the Company) should discover in its possession after the Closing any Protected Seller Communications, it shall take reasonable steps to preserve the confidentiality thereof and promptly deliver the same to Sellerthe Seller Members’ Agent, keeping no copies, and shall not by reason thereof assert any loss of confidentiality or privilege protection.

Waiver of Conflicts. Buyer (on behalf of itself and its Affiliates) hereby irrevocably acknowledges and agrees that: (a) Seller and/or any each of its Affiliates or members the Agent and the Sellers shall have the right to retain ▇▇▇▇▇▇, Hall & ▇▇▇▇▇▇▇ LLP (the “Designated Firm”) Firms to represent their respective interests in any dispute arising under or in connection with this Agreement, any agreement entered into pursuant to this Agreement, or the transactions contemplated hereby or thereby (a “Dispute”); (b) the Buyer (on behalf of itself and its Affiliates) irrevocably waives, consents to and covenants not to assert any objection, based on conflict of interest or otherwise, to any representation of Seller Agent or any Affiliate or member Seller by either of the Designated Firm Firms in any Dispute; (c) all communications between Sellerany of Sellers, the Company, or any of their respective Affiliates, directors, managers, officers, employees employees, agents or representatives, on the one hand, and the Designated FirmFirms, on the other hand, made in connection with the negotiation, preparation, execution, delivery and closing under, or any dispute arising in connection with, this Agreement or otherwise relating to any potential sale of the Company (the “Protected Seller Communications”), shall be deemed to be privileged and confidential communications; (d) all rights to such Protected Seller Communications, and the control of the confidentiality and privilege applicable thereto, shall be retained by SellerAgent; and (e) to the extent the Buyer or any of its Affiliates (including the Company) should discover in its possession after the Closing any Protected Seller Communications, it shall take reasonable steps to preserve the confidentiality thereof and promptly deliver the same to Sellerthe Agent, keeping no copies, and shall not by reason thereof assert any loss of confidentiality or privilege protection. As used herein, “Designated Firms” means C▇▇▇▇▇, Hall & S▇▇▇▇▇▇ LLP and S▇▇▇▇ K▇▇▇▇▇ ▇▇▇▇▇ PLLC.

Waiver of Conflicts. Buyer (on behalf of itself and its Affiliates) hereby irrevocably acknowledges and agrees that: (a) Seller and/or any each of its Affiliates or members the Sellers’ Agent and the Sellers shall have the right to retain ▇▇▇▇▇▇, Hall & ▇▇▇▇▇▇▇ LLP (the “Designated Firm”) to represent their respective interests in any dispute arising under or in connection with this Agreement, any agreement entered into pursuant to this Agreement, or the transactions contemplated hereby or thereby (a “Dispute”); (b) the Buyer (on behalf of itself and its Affiliates) irrevocably waives, consents to and covenants not to assert any objection, based on conflict of interest or otherwise, to any representation of Seller Sellers’ Agent or any Affiliate or member Seller by the Designated Firm in any Dispute; (c) all communications between Sellerany of Sellers, the Company, or any of their respective Affiliates, directors, managers, officers, employees employees, Sellers’ Agent or representatives, on the one hand, and the Designated Firm, on the other hand, made in connection with the negotiation, preparation, execution, delivery and closing Closing under, or any dispute arising in connection with, this Agreement or otherwise relating to any potential sale of the Company (the “Protected Seller Communications”), shall be deemed to be privileged and confidential communicationscommunications of the Sellers and the Sellers’ Agent; (d) all rights to such Protected Seller Communications, and the control of the confidentiality and privilege applicable thereto, shall be retained by SellerSellers’ Agent; and (e) to the extent the Buyer or any of its Affiliates (including the CompanyCompany following the Closing) should discover in its possession after the Closing any Protected Seller Communications, it shall take reasonable steps to preserve the confidentiality thereof and promptly deliver the same to SellerSellers’ Agent, keeping no copies, and shall not by reason thereof assert any loss of confidentiality or privilege protection.

Waiver of Conflicts. Buyer Neenah (on behalf of itself and its Affiliates) hereby irrevocably acknowledges and agrees that: (a) the Seller and/or any of its Affiliates or members shall have the right to retain ▇▇▇▇▇▇, Hall & ▇▇▇▇▇▇▇ LLP (the “Designated Firm”) to represent their its interests in any dispute arising under or in connection with this Agreement, any agreement entered into pursuant to this Agreement, or the transactions contemplated hereby or thereby Transactions (a “Dispute”); (b) the Buyer Neenah (on behalf of itself and its Affiliates, including the Company) irrevocably waives, consents to and covenants not to assert any objection, based on conflict of interest or otherwise, to any representation of the Seller or any Affiliate or member by the Designated Firm in any Dispute; (c) all communications between or among any of the Seller, the Company, or any of their respective Affiliates, directors, managers, officers, employees employees, agents or representatives, on the one hand, and the Designated Firm, on the other hand, made in connection with the negotiation, preparation, execution, delivery and closing under, or any dispute arising in connection with, this Agreement or otherwise relating to any potential sale of the Company (the “Protected Seller Communications”), shall be deemed to be privileged and confidential communications; (d) all rights to such Protected Seller Communications, and the control of the confidentiality and privilege applicable thereto, shall be retained by the Seller; and (e) to the extent the Buyer Neenah or any of its Affiliates (including the Company) should discover in its possession after the Closing any Protected Seller Communications, it shall take reasonable steps to preserve the confidentiality thereof and promptly deliver the same to the Seller, keeping no copies, and shall not by reason thereof assert any loss of confidentiality or privilege protection.

Waiver of Conflicts. Buyer Purchaser (on behalf of itself and its Affiliates) hereby irrevocably acknowledges and agrees that: (a) Seller and/or any of its Affiliates or members the Members’ Representative and the Members shall have the right to retain ▇▇▇▇▇▇, Hall ▇▇▇▇ & ▇▇▇▇▇▇▇ LLP (the “Designated Firm”) to represent its or their interests in any dispute arising under or in connection with this Agreement, any agreement entered into pursuant to this Agreement, or the transactions contemplated hereby or thereby this Agreement (a “Dispute”); (b) the Buyer Purchaser (on behalf of itself and its Affiliates) irrevocably waives, consents to and covenants not to assert any objection, based on conflict of interest or otherwise, to any representation of Seller the Members’ Representative or any Affiliate or member the Members by the Designated Firm in any Dispute; (c) all communications between Selleror among any of the Members, the CompanyCompany (solely with respect to the period prior to Closing), the Members’ Representative or any of their respective Affiliates, directors, managers, officers, employees employees, agents or representatives, on the one hand, and the Designated Firm, on the other hand, made in connection with the negotiation, preparation, execution, delivery and closing under, or any dispute arising in connection withwith (however, excluding communications with the Company following the Closing), this Agreement or otherwise relating to any potential sale of the Company (the “Protected Seller Member Communications”), shall be deemed to be privileged and confidential communications; (d) all rights to such Protected Seller Member Communications, and the control of the confidentiality and privilege applicable thereto, shall be retained by Sellerthe Members’ Representative; and (e) to the extent the Buyer Purchaser or any of its Affiliates (including the Company) should discover in its possession after the Closing any Protected Seller Member Communications, it shall take reasonable steps to preserve the confidentiality thereof and promptly deliver the same to Sellerthe Members’ Representative, keeping no copies, except to the extent any such Protected Member Communications is included in the minute books and shall not by reason thereof assert equity record books of the Company or any loss of confidentiality or privilege protectionthe Company Subsidiaries.

Waiver of Conflicts. Buyer Parent (on behalf of itself and its Affiliates) hereby irrevocably acknowledges and agrees that: (a) Seller and/or any each of its Affiliates or members the Shareholders’ Agent and the Securityholders shall have the right to retain ▇▇▇▇▇▇, Hall ▇▇▇▇ & ▇▇▇▇▇▇▇ LLP or ▇▇▇▇▇▇▇▇ Ingersoll & Rooney (the each, a “Designated Firm”) to represent their respective interests in any dispute arising under or in connection with this Agreement, any agreement entered into pursuant to this Agreement, or the transactions contemplated hereby or thereby (a “Dispute”); (b) the Buyer Parent (on behalf of itself and its Affiliates) irrevocably waives, consents to and covenants not to assert any objection, based on conflict of interest or otherwise, to any representation of Seller the Shareholders’ Agent or any Affiliate or member Securityholder by the a Designated Firm in any Dispute; (c) all communications between Sellerany of the Securityholders, the Company, or any of their respective Affiliates, directors, managers, officers, employees employees, agents or representatives, on the one hand, and the a Designated Firm, on the other hand, made in connection with the negotiation, preparation, execution, delivery and closing under, or any dispute arising in connection with, this Agreement or otherwise relating to any potential sale of the Company (the “Protected Seller Communications”), shall be deemed to be privileged and confidential communications; (d) all rights to such Protected Seller Communications, and the control of the confidentiality and privilege applicable thereto, shall be retained by Sellerthe Shareholders’ Agent; and (e) to the extent the Buyer Parent or any of its Affiliates (including the CompanySurviving Corporation) should discover in its possession after the Closing any Protected Seller Communications, it such party shall take reasonable steps to preserve the confidentiality thereof and promptly deliver the same to Sellerthe Shareholders’ Agent, keeping no copies, and shall not by reason thereof assert any loss of confidentiality or privilege protection.

Waiver of Conflicts. The Buyer (on behalf of itself and its Affiliates) hereby irrevocably acknowledges and agrees that: (a) Seller and/or any the Designated Firm represented the Company and certain of its Affiliates or members the Sellers in connection with this Agreement and the Transactions, (b) the Representative and each of the Sellers shall have the right to retain ▇▇▇▇▇▇, Hall & ▇▇▇▇▇▇▇ LLP (the “Designated Firm”) Firm to represent its or their interests in any dispute arising under or in connection with this Agreement, any agreement entered into pursuant to this Agreement, or the transactions contemplated hereby or thereby Transactions (a “Dispute”); (bc) the Buyer (on behalf of itself and its Affiliates) irrevocably waives, consents to and covenants not to assert any objection, based on conflict of interest or otherwise, to any representation of Seller the Company, the Representative or any Affiliate or member the Sellers by the Designated Firm in connection with this Agreement or in any Dispute; (cd) all communications between Selleror among any of the Sellers, the Company, the Representative or any of their respective Affiliates, directors, managers, officers, employees employees, agents or representatives, on the one hand, and the Designated Firm, on the other hand, made in connection with the negotiation, preparation, execution, delivery and closing under, or any dispute arising in connection with, this Agreement or otherwise relating to any potential sale of the Company (the “Protected Seller Communications”), shall be deemed to be privileged and confidential communications; (de) all rights to such Protected Seller Communications, and the control of the confidentiality and privilege applicable thereto, shall be retained by Sellerthe Representative; and (ef) to the extent the Buyer or any of its Affiliates (including the CompanySurviving Corporation) should discover in its possession after the Closing any Protected Seller Communications, it shall take reasonable steps to preserve the confidentiality thereof and promptly deliver the same to Sellerthe Representative, keeping no copies, and shall not by reason thereof assert any loss of confidentiality or privilege protection. As used herein, “Designated Firm” means ▇▇▇▇▇▇, ▇▇▇▇ & ▇▇▇▇▇▇▇ LLP.

Waiver of Conflicts. The Buyer (on behalf of itself and its Affiliates) hereby irrevocably acknowledges and agrees that: (a) the Seller and/or any of its Affiliates or members shall have the right to retain ▇▇▇▇▇▇, Hall ▇▇▇▇ & ▇▇▇▇▇▇▇ LLP (the “Designated Firm”) to represent its or their interests in any dispute arising under or in connection with this Agreement, any agreement entered into pursuant to this Agreement, or the transactions contemplated hereby or thereby (a “Dispute”); (b) the Buyer (on behalf of itself and its Affiliates) irrevocably waives, consents to and covenants not to assert any objection, based on conflict of interest or otherwise, to any representation of the Seller or any Affiliate or member by the Designated Firm in any Dispute; (c) all communications between or among any of the Seller, the Company, Company or any of their respective Affiliates, directors, managers, officers, employees employees, agents or representatives, on the one hand, and the Designated Firm, on the other hand, made in connection with the negotiation, preparation, execution, delivery and closing under, or any dispute arising in connection with, this Agreement or otherwise relating to any potential sale of the Company (the “Protected Seller Communications”), shall be deemed to be privileged and confidential communications; (d) all rights to such Protected Seller Communications, and the control of the confidentiality and privilege applicable thereto, shall be retained by the Seller; and (e) to the extent the Buyer or any of its Affiliates (including the Company) should discover in its possession after the Closing any Protected Seller Communications, it shall take reasonable steps to preserve the confidentiality thereof and promptly deliver the same to the Seller, keeping no copies, and shall not by reason thereof assert any loss of confidentiality or privilege protection.

Waiver of Conflicts. The Buyer (on behalf of itself and its Affiliates) hereby irrevocably acknowledges and agrees that: (a) the Seller and/or any of its Affiliates or members shall have the right to retain ▇▇▇▇▇▇, Hall & ▇▇▇▇▇▇▇ Proskauer Rose LLP (the “Designated Firm”) to represent its or their interests in any dispute arising under or in connection with this Agreement, any agreement entered into pursuant to this AgreementTransaction Document, or the transactions contemplated hereby or thereby (a “Dispute”); (b) the Buyer (on behalf of itself and its Affiliates) irrevocably waives, consents to and covenants not to assert any objection, based on conflict of interest or otherwise, to any representation of the Seller or any Affiliate or member by the Designated Firm in any Dispute; (c) all communications between the Seller, the CompanyCompany Entities, or any of their respective Affiliates, directors, managers, officers, employees or representatives, on the one hand, and the a Designated Firm, on the other hand, made in connection with the negotiation, preparation, execution, delivery and closing under, or any dispute arising in connection with, this Agreement or otherwise relating to any potential sale of the Company Entities (the “Protected Seller Communications”), shall be deemed to be privileged and confidential communications; (d) all rights to such Protected Seller Communications, and the control of the confidentiality and privilege applicable thereto, shall be retained by the Seller; and (e) to the extent the Buyer or any of its Affiliates (including the CompanyCompany Entities) should discover in its possession after the Closing any Protected Seller Communications, it shall take reasonable steps to preserve the confidentiality thereof and promptly deliver the same to the Seller, keeping no copies, and shall not by reason thereof assert any loss of confidentiality or privilege protection.

Waiver of Conflicts. Each of the Buyer and the Parent (on behalf of itself and its Affiliates) hereby irrevocably acknowledges and agrees that: (a) the Seller and/or any of its Affiliates or members shall have the right to retain ▇▇▇▇▇▇, Hall & ▇▇▇▇▇▇▇ Proskauer Rose LLP (the “Designated Firm”) to represent its or their interests in any dispute arising under or in connection with this Agreement, any agreement entered into pursuant to this AgreementTransaction Document, or the transactions contemplated hereby or thereby (a “Dispute”); (b) each of the Buyer and the Parent (on behalf of itself and its Affiliates) irrevocably waives, consents to and covenants not to assert any objection, based on conflict of interest or otherwise, to any representation of the Seller or any Affiliate or member by the Designated Firm in any Dispute; (c) all communications solely between the Seller, the Company, or any of their respective Affiliates, directors, managers, officers, employees or representativesand/or Representatives, on the one hand, and the Designated Firm, on the other hand, to the extent made in connection with the negotiation, preparation, execution, delivery and closing under, or any dispute arising in connection with, this Agreement or otherwise relating to any potential sale of the Company (the “Protected Seller Communications”), shall be deemed to be privileged and confidential communications; (d) all rights to such Protected Seller Communications, and the control of the confidentiality and privilege applicable thereto, shall be retained by the Seller; and (e) to the extent the Buyer Buyer, the Parent or any of its their respective Affiliates (including the Company) should discover in its their possession after the Closing any Protected Seller Communications, it such party shall take reasonable steps to preserve the confidentiality thereof and promptly deliver the same to the Seller, at the Seller’s sole cost and expense, keeping no copies, and shall not by reason thereof assert any loss of confidentiality or privilege protection.

Waiver of Conflicts. Buyer (on behalf of itself and its Affiliatessubsidiaries) hereby irrevocably acknowledges and agrees that: (a) Seller and/or any each of its Affiliates or members the Securityholder Representative and the Securityholders shall have the right to retain ▇▇▇▇▇▇, Hall & ▇▇▇▇▇▇▇ LLP and Tsvetkova, Bebov & Partners (the each, a “Designated Firm”) to represent their respective interests in any dispute arising under or in connection with this Agreement, any agreement agreement, document or instrument entered into pursuant to this Agreement, or the transactions contemplated hereby or thereby Transactions (a “Dispute”); (b) the Buyer (on behalf of itself and its Affiliatessubsidiaries) irrevocably waives, consents to and covenants not to assert any objection, based on conflict of interest or otherwiseinterest, to any representation of Seller or any Affiliate or member Securityholder by either of the Designated Firm Firms in any Dispute; (c) all communications between Sellerby and among the Securityholders, the Securityholder Representative, the Company, or any of their respective Affiliates, stockholders, optionholders, directors, managers, officers, employees or representatives, on the one (1) hand, and the Designated Firm, on the other hand, made in connection with with, and to the extent solely relating to, the negotiation, preparation, execution, delivery and closing under, or any dispute arising in connection with, this Agreement or otherwise relating to any potential sale of the Company (the “Protected Seller Securityholder Communications”), shall be deemed to be privileged and confidential communicationscommunications to the extent otherwise afforded protection under applicable Legal Requirements; (d) all rights to such Protected Seller Securityholder Communications, and the control of the confidentiality and privilege applicable thereto, shall be retained by Sellerthe Securityholder Representative and the Securityholders; and (e) to the extent the Buyer or any of its Affiliates (including the CompanyCompany and its Subsidiaries) should discover in its possession after the Closing any Protected Seller Securityholder Communications, it shall take reasonable steps to preserve the confidentiality thereof and promptly deliver the same to Sellerthe Securityholder Representative, keeping no copies, and shall not by reason thereof assert any loss of confidentiality or privilege protection.