A conflict waiver is a contractual provision where a party acknowledges the presence of a potential conflict of interest and agrees to proceed despite it. This clause is often used in legal or business contexts to confirm that all parties are informed and consent to the possible risks associated with the conflict.
Conflict Waiver The Parties to the Transaction are friendly and share representatives within each of the respective business entities. The Parties desire to limit costs and proceed with the Transaction in as expeditious a manner as possible. As such the Parties agree to utilize the services of Cannel, Milazzo & Feil LLP ("CMF") without separate representation among them. The Parties understand and acknowledge that such engagement by CMF carries with it an inherent conflict of interest. Each Party represents and warrants that it has been advised by CMF to seek the advice and counsel of independent legal counsel regarding the Transaction contemplated herein, together with the conflict of interest and waiver thereof. Notwithstanding the foregoing, each Party understands, acknowledges, and hereby agrees to waive such conflict of interest and pursue the Transaction utilizing CMF as the sole legal service provider. The Parties understand that they may, at any time, revoke their waiver and seek the advice and counsel of independent counsel of their choosing.
Conflict Waiver. Each of the Company and MedMen agree that if requested by the other party, they will execute a conflict waiver with Thompson Coburn LLP and Dorgan, Butcher & Phelps LLC for land use, real estate and lobbying representation in the State of Illinois.
CONFLICT WAIVER: It has been represented that JSBarkats and Sunny J. Barkats is also employed as a consultant to Pirate Capital your current consulting group, and that any and all conflict arising from that representation and dual work with both entities is hereby WAIVER, you cannot hold that dual representation against JSBarkats or Pirate Capital and waive all conflict present and future that may arise form this representation. You also acknowledged having had your own separate lawyer to discuss the conflict prior to executing this agreement and Securities Legal opinion retainer. Any issue or conflict that may arise or arose has been hereby properly waived. Any party that disputes the waiver of this conflict shall be liable for liquidated damages to the others including third party Pirate Capital LLC.
Conflict Waiver. Creditor hereby acknowledges that FitzGerald Yap Kreditor (“the Firm”) represents the Debtor with various legal matters and does not represent Creditor in connection with this Agreement or the contemplated transaction nor in any other respect. Creditor further acknowledges that the Firm has drafted this Agreement. Creditor has been given the opportunity to consult with counsel of its choice regarding its rights under this Agreement.
Conflict Waiver. Company acknowledges and agrees that Jounce has retained Ropes & Gray LLP with respect to the transaction contemplated by this Agreement and any related matters, and hereby waives any conflict of interest with respect to such representation. Ropes & Gray is an intended third party beneficiary of this provision.
Conflict Waiver. Schadel and Seller each acknowledge that they have been involved in Labor Smart at one time, and that they and their counsel may have had access to material information. The parties agree to waive any conflicts of interest because of their association with Labor Smart. Counsel for the parties (i.e., Mitchell Silberberg & Knupp LLP and Karish & Bjorgum PC) have not negotiated any term herein but have merely attempted to reduce to writing the agreements reached between the parties. Schadel and Seller have been advised that a conflict of interest exists between their respective interests. As a result, Schadel and Seller have been advised to consider seeking the advice of their own independent counsel. Each of Schadel and Seller hereby acknowledge that it had ample opportunity to do so, has obtained such independent advice as it deems necessary, or has elected not to seek such independent advice. Each of Schadel and Seller further acknowledge and agree that any and all claims against (i.e., Mitchell Silberberg & Knupp LLP and Karish & Bjorgum PC) regarding any possible conflict of interest with regard to this Agreement, the Exhibits and Schedules hereunder, the preparation thereof, are now and are forever irrevocably waived.
Conflict Waiver. Each of the parties to this Agreement understands that Phillips & Reiter, PLLC (“P&R”), is serving as counsel to the Company in connection with the transactions contemplated hereby, and that discussion of such transactions with Executive could be construed to create a conflict of interest. By executing this Agreement, the parties hereto acknowledge the potential conflict of interest and waive the right to claim any conflict of interest at a later date. Furthermore, by executing this Agreement, the parties acknowledge that if a conflict of interest exists and any litigation arises between Executive and the Company, P&R would represent the Company. Executive represents and warrants that he has had the opportunity to seek independent counsel in his review of this and all related agreements and that he is not relying on P&R for any legal, tax or other advice relating to such agreements.
Conflict Waiver. The Parties hereby agree and acknowledge that the law firm of Fitzgerald Kreditor Bolduc Risbrough LLP (the “Firm”), which represents the Company, has drafted this Agreement. The Parties further acknowledge that they have been informed of the inherent conflict of interest associated with the drafting of this Agreement by the Firm and waive any action they may have against the Firm regarding such conflict. The Parties have been given the opportunity to consult with counsel of their choice regarding their rights under this Agreement.
Conflict Waiver. The Escrow Parties each acknowledge that the Escrow Agent is counsel to each of Buyer and TMG and shall be entitled to continue to represent each of Buyer and TMG. The Sellers and their respective successors and assigns, if any, hereby waive any conflict of interest or potential conflict of interest the Escrow Agent has or may have, which arises out of its agreement or the performance of its duties hereunder, provided, however, that for the avoidance of doubt the Escrow Agent shall not, absent Joint Written Instructions (with a telephonic or email confirmation as described in Section 4 above) or pursuant to a court order instructing otherwise, or pursuant to the express provisions of this Agreement, distribute any portion of the Escrow Deposit (other than fees as set forth herein) to any Person other than (i) a successor escrow agent in accordance with Section 7 or Section 8, as applicable, or (ii) TMG or the Redeeem Parties (as the case may be), in accordance with Section 4(a).
Plaintiff next maintains that Rule 1.7’s “conflict waiver requirement includes conflicts with former clients” and that, therefore, “Defendants could not adequately exercise professional judgment in representing [it] . . . in the proxy solicitation, because [Defendants’] duties to . . . Farley [ ] precluded Defendants from taking any position adverse to Farley.” (Id., at 16.)
Conflict Waiver; Attorney-Client Privilege ARTICLE I. (a)Each of the Parties hereto acknowledges and agrees, on its own behalf and on behalf of its directors, members, shareholders, partners, officers, employees and Affiliates, that: (i)Bahnsen Legal Group, PLLC has acted as counsel to: (A) the Company; (B) KAI; and (C) the Seller and their Affiliates (collectively, the "Seller Group"), in connection with the negotiation, preparation, execution and delivery of this Agreement and the consummation of the Transactions. The Buyer agrees, and shall cause the Company and KAI to agree, that, following consummation of the Transactions, such representation and any prior representation of the Company or KAI by Bahnsen Legal Group, PLLC (or any successor) ("Seller Group Law Firm") shall not preclude Seller Group Law Firm from serving as counsel to the Seller Group or any manager, member, partner, officer or employee of the Seller Group, in connection with any litigation, claim or obligation arising out of or relating to this Agreement or the Transactions.
Voluntary Execution; Conflict Waiver. Each of the Executive and the Employer is signing this Agreement knowingly and voluntarily. The Executive and the Employer have been given the opportunity to consult with independent counsel of their choice regarding their rights under this Agreement.
Conflict waiver. The pledgors hereby acknowledge that the escrow agent is acting as legal counsel to the company and the issuer in connection with the transactions contemplated and referred to herein. The pledgors agree that in the event of any dispute arising in connection with this agreement or otherwise in connection with any transaction or agreement contemplated and referred to herein, the escrow agent shall be permitted to continue to represent the company and the issuer, and the pledgors will not seek to disqualify such counsel and waive any objection the pledgors might have with respect to the escrow agent acting as the escrow agent pursuant to this agreement and as legal counsel to the company.
A Conflict Waiver is a formal document used to acknowledge and address potential or actual conflicts of interest within a professional or legal relationship. This waiver provides transparency and allows the involved parties to proceed with a shared understanding of the conflict and its potential implications. Typically used in legal, business, and real estate settings, conflict waivers help maintain trust and ensure compliance with ethical standards.
Conflict waivers should be employed when there is a known or potential conflict of interest that might affect professional judgment, decision-making, or the integrity of a process. Scenarios include, but are not limited to:
When drafting a conflict waiver, it is essential to clearly articulate the nature of the conflict, the potential risks involved, and the parties’ consent to proceed despite these risks. A comprehensive conflict waiver should include:
Example: “This Conflict Waiver acknowledges that [Lawyer Name] represents both [Client A] and [Client B] in proceedings related to [Case/Transaction], wherein potential conflicting interests may arise. Both clients have been informed of these conflicts, understand the implications, and consent to continued representation.”
Conflict waivers are commonly found in various types of contracts and professional agreements, particularly in sectors and situations where potential conflicts of interest are more likely to arise. These include:
Understanding the role and proper use of conflict waivers helps safeguard the interests of all parties involved while fostering transparency and ethical standards.
Try our AI contract analysis and extract important clauses and information from existing contracts.
< <
Dive deeper into the world of clauses and learn more about these other clauses that are used in real contracts.
A "Consent to Assignment" clause stipulates that a party must obtain permission from the other party before transferring their rights or obligations under the contract to a third party. This ensures that the original party remains involved in decisions affecting the performance and continuity of the contract.
The Consequences of Breach clause outlines the measures and penalties that will be imposed if one party fails to fulfill their contractual obligations. It typically includes remedies such as damages, specific performance, or termination, thereby serving as a deterrent and providing recourse to the non-breaching party.
A consequential damages waiver is a contractual clause that prevents a party from claiming losses that don't directly result from a breach but arise as a secondary effect, such as lost profits or reputational harm. This waiver limits liability to direct damages only, promoting clarity and reducing potential legal exposure.
Fill out the form and we will get in touch with you to give you a personal, customized demo of fynk.
Greetings!
I'm Markus, co-founder of fynk. After you've submitted the form, I'll swiftly get in touch with you.
Also, right after you submit your details, you can pick a time that works best for you for our meeting.
