Entire Agreement Clause Example with 10 Variations from Business Contracts

Entire Agreement. The Company and the Executive intend that this Agreement shall supersede the January 1, 2018 Amended and Restated Employment Agreement and that this Agreement together with (i) the attached Annex I, Exhibit A and Exhibit B hereto, (ii) those certain Global Partners LP Long-Term Incentive Plan Grants of Phantom Units to the Executive dated June 27, 2013 and August 16, 2017, and (iii) that certain Global Partners LP 2018 Long-Term Cash Incentive Plan Award Agreement granted to the Executive and da...ted October 8, 2018, as amended, constitute the entire agreement of the parties with regard to the subject matter hereof, and contain all of the covenants, promises, representations, warranties and agreements between the parties with respect to such subject matter. Notwithstanding the foregoing, the Company and the Executive acknowledge and agree that the restrictions on non-disclosure of information, non-competition and non-solicitation set forth herein (including in Section 9 and Annex I herein) shall complement and be in addition to (and not supersede or replace) any other restrictions upon Executive with respect to non-disclosure, non-competition or non-solicitation as set forth in any previous agreement between Executive and the Company or any of its affiliates. Subject to the preceding sentence, as of the Effective Date, all understandings and agreements preceding the Effective Date and relating to the subject matter hereof are hereby null and void and of no further force and effect, including, without limitation all prior employment and severance agreements, if any, by and between the Company and the Executive; provided that, nothing contained in the foregoing shall be deemed to supersede or make invalid any prior agreements between the Executive and the Company concerning long-term incentive plan awards and any agreement by and between the Executive and the Company, the Partnership or any affiliated entity or member of the Partnership in his capacity as an interest holder. holder, including without limitation that certain Omnibus Agreement, dated October 4, 2005, by and among Global Petroleum Corp., Montello Oil Corporation, Global Revco Dock, L.L.C., Global Revco Terminal, L.L.C., Global South Terminal, L.L.C., Sandwich Terminal, L.L.C., Chelsea Terminal Limited Partnership, Global GP LLC, Global Partners LP, Global Operating LLC, Alfred A. Slifka, Richard Slifka and Eric Slifka. View More

Entire Agreement. The Company and the Executive intend that this Agreement shall supersede the January 1, 2018 Amended and Restated Employment December 31, 2014 Agreement and that this Agreement together with (i) the attached Annex I, Exhibit I and Exhibits A and Exhibit B hereto, and (ii) those certain Global Partners LP Long-Term Incentive Plan Grants of Phantom Units to the Executive dated June 27, 2013 and August 16, 2017, and (iii) that certain Global Partners LP 2018 Long-Term Cash Incentive Plan Award Agre...ement granted to the Executive and dated October 8, 2018, as amended, constitute the entire agreement of the parties with regard to the subject matter hereof, and contain all of the covenants, promises, representations, warranties and agreements between the parties with respect to such subject matter. Notwithstanding Without limiting the foregoing, the Company and the Executive acknowledge and agree that the restrictions on non-disclosure scope of information, non-competition and non-solicitation set forth herein (including in Section 9 and Annex I herein) shall complement and be in addition to (and not supersede or replace) any other restrictions upon Executive with respect to non-disclosure, non-competition or non-solicitation as set forth in any previous agreement between Executive and the Company or any of its affiliates. Subject to the preceding sentence, as of the Effective Date, all understandings and agreements preceding the Effective Date and relating to the subject matter hereof are hereby null and void and of no further force and effect, including, without limitation all prior employment and severance agreements, if any, by and between the Company and the Executive; provided that, nothing contained in the foregoing shall be deemed to supersede or make invalid any prior agreements between the Executive and the Company concerning long-term incentive plan awards and any agreement by and between the Executive and the Company, the Partnership or any affiliated entity or member of the Partnership in his capacity as an interest holder. holder, including without limitation the Omnibus Agreement. View More

Entire Agreement. The Company and the Executive intend that this Agreement shall supersede the January 1, 2018 Amended and Restated Employment 22, 2015 Agreement and that this Agreement together with (i) the attached Annex I, Exhibit I and Exhibits A and Exhibit B hereto, and (ii) those certain Global Partners LP Long-Term Incentive Plan Grants of Phantom Units to the Executive dated June 27, 2013 and August 16, 2017, and (iii) that certain Global Partners LP 2018 Long-Term Cash Incentive Plan Award Agreement gra...nted to the Executive and dated October 8, 2018, as amended, constitute the entire agreement of the parties with regard to the subject matter hereof, and contain all of the covenants, promises, representations, warranties and agreements between the parties with respect to such subject matter. Notwithstanding Without limiting the foregoing, the Company and the Executive acknowledge and agree that the restrictions on non-disclosure scope of information, non-competition and non-solicitation set forth herein (including in Section 9 and Annex I herein) shall complement and be in addition to (and not supersede or replace) any other restrictions upon Executive with respect to non-disclosure, non-competition or non-solicitation as set forth in any previous agreement between Executive and the Company or any of its affiliates. Subject to the preceding sentence, as of the Effective Date, all understandings and agreements preceding the Effective Date and relating to the subject matter hereof are hereby null and void and of no further force and effect, including, without limitation all prior employment and severance agreements, if any, by and between the Company and the Executive; provided that, nothing contained in the foregoing shall be deemed to supersede or make invalid any prior agreements between the Executive and the Company concerning long-term incentive plan awards and any agreement by and between the Executive and the Company, the Partnership or any affiliated entity or member of the Partnership in his capacity as an interest holder. holder, including without limitation the Omnibus Agreement. View More

Entire Agreement. The Company and the Executive intend that this Agreement shall supersede the January 1, 2018 Amended and Restated Employment Prior Agreement and that this in its entirety. This Agreement together with (i) the attached Annex I, I and Exhibit A and Exhibit B hereto, (ii) those certain Global Partners LP Long-Term Incentive Plan Grants of Phantom Units to the Executive dated June 27, 2013 and August 16, 2017, and (iii) that certain Global Partners LP 2018 Long-Term Cash Incentive Plan Award Agreeme...nt granted to the Executive and dated October 8, 2018, as amended, (STIP) hereto constitute the entire agreement of the parties with regard to the subject matter hereof, and contain all of the covenants, promises, representations, warranties and agreements between the parties with respect to such subject matter. Notwithstanding the foregoing, the Company and the Executive acknowledge and agree that the restrictions on non-disclosure non- disclosure of information, non-competition and non-solicitation set forth herein (including in Section 9 and Annex I herein) shall complement and be in addition to (and not supersede or replace) any other restrictions upon the Executive with respect to non-disclosure, non-competition or non-solicitation as set forth in any previous agreement between the Executive and the Company or any of its affiliates. Subject to the preceding sentence, as of the Effective Date, all understandings and agreements preceding the Effective Date and relating to the subject matter hereof are hereby null and void and of no further force and effect, including, without limitation all prior employment and severance agreements, if any, by and between the Company and the Executive; provided that, nothing contained in the foregoing shall be deemed to supersede or make invalid any prior agreements between the Executive and the Company concerning long-term incentive plan awards and any agreement by and between the Executive and the Company, the - 13 - Partnership or any affiliated entity or member of the Partnership in his capacity as an interest holder. View More

Entire Agreement. The Company and the Executive intend that this Agreement shall supersede the January 1, 2018 Amended and Restated Employment Agreement and that this Agreement Agreement, together with (i) the attached Annex I, Exhibit A and Exhibit B hereto, (ii) those that certain Global Partners LP Long-Term Incentive Plan Grants Grant of Phantom Units to the Executive dated June 27, 2013 and August 16, 2017, and (iii) that those certain Global Partners LP 2018 Long-Term Cash Incentive Plan Award Agreement Agr...eements granted to the Executive and dated October 8, 2018, August 7, 2019, March 23, 2020 and March 11, 2021, as amended, amended by the next succeeding sentence, constitute the entire agreement of the parties with regard to the subject matter hereof, and contain all of the covenants, promises, representations, warranties and agreements between the parties with respect to such subject matter. Notwithstanding the foregoing, the Company and the Executive acknowledge and agree that (a) the restrictions on non-disclosure of information, non-competition and non-solicitation information set forth herein (including in Section 9 and Annex I herein) herein shall complement and be in addition to (and (and, for the avoidance of doubt, shall not supersede or replace) any other restrictions upon Executive with respect to non-disclosure, and (b) the restrictions on non-competition and non-solicitation set forth in Annex I hereto shall supersede and replace any other non-competition or non-solicitation as restrictions set forth in any previous agreement between Executive and the Company or any of its affiliates. affiliates including, without limitation, any agreements that are referenced in the preceding sentence (other than this Agreement) or that concern previously granted long-term incentive awards. Subject to the preceding sentence, sentences, as of the Effective Date, all understandings and agreements preceding the Effective Date and relating to the subject matter hereof are hereby null and void and of no further force and effect, including, without limitation all prior employment and severance agreements, if any, by and between the Company and the Executive; provided that, nothing contained in the foregoing herein shall be deemed to supersede or make invalid invalidate the grant of any long-term incentive plan awards pursuant to any prior agreements between the Executive and the Company concerning long-term incentive plan awards and or any agreement by and between the Executive and the Company, the Partnership or any affiliated entity or member of the Partnership in his capacity as an interest holder. -11- 15. Modification. Any modification of this Agreement will be effective only if it is in writing and signed by the parties hereto. View More

Entire Agreement. The Company and the Executive intend that this Agreement shall supersede the January 1, 2018 Amended and Restated Employment Agreement and that this This Agreement together with (i) the attached Annex I, I and Exhibit A and Exhibit B (STIP) hereto, (ii) those that certain Global Partners LP Long-Term Incentive Plan Grants Grant of Phantom Units to the Executive dated June 27, 2013 and August 16, 2017, and (iii) that those certain Global Partners LP 2018 Long-Term Cash Incentive Plan Award Agreem...ent Agreements granted to the Executive and dated October 8, 2018, as amended, August 7, 2019, March 23, 2020, March 11, 2021 and March 11, 2022 constitute the entire agreement of the parties with regard to the subject matter hereof, and contain all of the covenants, promises, representations, warranties and agreements between the parties with respect to such subject matter. Notwithstanding the foregoing, the Company and the Executive acknowledge and agree that the restrictions on non-disclosure of information, non-competition and non-solicitation set forth herein (including in Section 9 and Annex I herein) shall complement and be in addition to (and not supersede or replace) any other restrictions upon the Executive with respect to non-disclosure, non-competition or non-solicitation as set forth in any previous agreement between the Executive and the Company or any of its affiliates. Subject to the preceding sentence, as of the Effective Date, all understandings and agreements preceding the Effective Date and relating to the subject matter hereof are hereby null and void and of no further force and effect, including, without limitation all prior employment and severance agreements, if any, by and between the Company and the Executive; provided that, nothing contained in the foregoing shall be deemed to supersede or make invalid any prior agreements between the - 13 - Executive and the Company concerning long-term incentive plan awards and any agreement by and between the Executive and the Company, the Partnership or any affiliated entity or member of the Partnership in his capacity as an interest holder. View More

Entire Agreement. The Company and the Executive intend that this Agreement shall supersede the January 1, 2018 Amended and Restated Employment Prior Agreement and that this in its entirety. This Agreement together [together with (i) the attached Annex I, I and Exhibit A and Exhibit B (STIP) hereto, (ii) those that certain Global Partners LP Long-Term Incentive Plan Grants Grant of Phantom Units to the Executive dated June 27, 2013 and August 16, 2017, and (iii) that those certain Global Partners LP 2018 Long-Term... Cash Incentive Plan Award Agreement Agreements granted to the Executive and dated October 8, 2018, as amended, August 7, 2019, March 23, 2020, March 11, 2021, and March 11, 2022, constitute the entire agreement of the parties with regard to the subject matter hereof, and contain all of the covenants, promises, representations, warranties and agreements between the parties with respect to such subject matter. Notwithstanding the foregoing, the Company and the Executive acknowledge and agree that the restrictions on non-disclosure of information, non-competition and non-solicitation set forth herein (including in Section 9 and Annex I herein) shall complement and be in addition to (and not supersede or replace) any other restrictions upon the Executive with respect to non-disclosure, non-competition or non-solicitation as set forth in any previous agreement between the Executive and the Company or any of its affiliates. Subject to the preceding sentence, as of the Effective Date, all understandings and agreements preceding the Effective Date and relating to the subject matter hereof are hereby null and void and of no further force and effect, including, without limitation all prior employment and severance agreements, if any, by and between the Company and the Executive; provided that, nothing contained in the foregoing shall be deemed to supersede or make invalid any prior agreements between the Executive and the Company concerning long-term incentive plan awards and any agreement by - 13 - and between the Executive and the Company, the Partnership or any affiliated entity or member of the Partnership in his capacity as an interest holder. View More

Entire Agreement. The Company and the Executive intend that this Agreement shall supersede the January 1, 2018 Amended and Restated Employment Prior Agreement and that this in its entirety. This Agreement together with (i) the attached Annex I, I and Exhibit A and Exhibit B (STIP) hereto, (ii) those that certain Global Partners LP Long-Term Incentive Plan Grants Grant of Phantom Units to the Executive dated June 27, 2013 and August 16, 2017, and (iii) that those certain Global Partners LP 2018 Long-Term Cash Ince...ntive Plan Award Agreement Agreements granted to the Executive and dated October 8, 2018, as amended, August 7, 2019, August 25, 2020, and October 22, 2021 constitute the entire agreement of the parties with regard to the subject matter hereof, and contain all of the covenants, promises, representations, warranties and agreements between the parties with respect to such subject matter. Notwithstanding the foregoing, the Company and the Executive acknowledge and agree that the restrictions on non-disclosure of information, non-competition and non-solicitation set forth herein (including in Section 9 and Annex I herein) shall complement and be in addition to (and not supersede or replace) any other restrictions upon the Executive with respect to non-disclosure, non-competition or non-solicitation as set forth in any previous agreement between the Executive and the Company or any of its affiliates. Subject to the preceding sentence, as of the Effective Date, all understandings and agreements preceding the Effective Date and relating to the subject matter hereof are hereby null and void and of no further force and effect, including, without limitation all prior employment and severance agreements, if any, by and between the Company and the Executive; provided that, nothing contained in the - 13 - foregoing shall be deemed to supersede or make invalid any prior agreements between the Executive and the Company concerning long-term incentive plan awards and any agreement by and between the Executive and the Company, the Partnership or any affiliated entity or member of the Partnership in his capacity as an interest holder. View More

Entire Agreement. The Company and the Executive intend that this Agreement shall supersede the January 1, 2018 Amended and Restated Employment Prior Agreement and that this in its entirety. This Agreement together with (i) the attached Annex I, I and Exhibit A and Exhibit B (STIP) hereto, (ii) those that certain Global Partners LP Long-Term Incentive Plan Grants Grant of Phantom Units to the Executive dated June 27, 2013 and August 16, 2017, and (iii) that those certain Global Partners LP 2018 Long-Term Cash Ince...ntive Plan Award Agreement Agreements granted to the Executive and dated October 8, 2018, as amended, August 7, 2019, August 25, 2020, and October 22, 2021 constitute the entire agreement of the parties with regard to the subject matter hereof, and contain all of the covenants, promises, representations, warranties and agreements between the parties with respect - 13 - to such subject matter. Notwithstanding the foregoing, the Company and the Executive acknowledge and agree that the restrictions on non-disclosure of information, non-competition and non-solicitation set forth herein (including in Section 9 and Annex I herein) shall complement and be in addition to (and not supersede or replace) any other restrictions upon the Executive with respect to non-disclosure, non-competition or non-solicitation as set forth in any previous agreement between the Executive and the Company or any of its affiliates. Subject to the preceding sentence, as of the Effective Date, all understandings and agreements preceding the Effective Date and relating to the subject matter hereof are hereby null and void and of no further force and effect, including, without limitation all prior employment and severance agreements, if any, by and between the Company and the Executive; provided that, nothing contained in the foregoing shall be deemed to supersede or make invalid any prior agreements between the Executive and the Company concerning long-term incentive plan awards and any agreement by and between the Executive and the Company, the Partnership or any affiliated entity or member of the Partnership in his capacity as an interest holder. View More

Entire Agreement. The Company and the Executive intend that this Agreement shall supersede the January 1, 2018 Amended and Restated Employment Prior Agreement and that this in its entirety. This Agreement together with (i) the attached Annex I, I and Exhibit A and Exhibit B (STIP) hereto, (ii) those that certain Global Partners LP Long-Term Incentive Plan Grants Grant of Phantom Units to the Executive dated June 27, 2013 and August 16, 2017, and (iii) that those certain Global Partners LP 2018 Long-Term Cash Ince...ntive Plan Award Agreement Agreements granted to the Executive and dated October 8, 2018, as amended, August 7, 2019, August 25, 2020, and October 22, 2021 constitute the entire agreement of the parties with regard to the subject matter hereof, and contain all of the covenants, promises, representations, warranties and agreements between the parties with respect to such subject matter. Notwithstanding the foregoing, the Company and the Executive acknowledge and agree that the restrictions on non-disclosure of information, non-competition and non-solicitation set forth herein (including in Section 9 and Annex I herein) shall complement and be in addition to (and not supersede or replace) any other restrictions upon the Executive with respect to non-disclosure, non-competition or non-solicitation as set forth in any previous agreement between the Executive and the Company or any of its affiliates. Subject to the preceding sentence, as of the Effective Date, all understandings and agreements preceding the Effective Date and relating to the subject matter hereof are hereby null and void and of no further force and effect, including, without limitation all prior employment and severance agreements, if any, by and between the Company and the Executive; provided that, nothing contained in the foregoing shall be deemed to supersede or make invalid any prior agreements between the Executive and the Company concerning long-term incentive plan awards and any agreement by - 13 - and between the Executive and the Company, the Partnership or any affiliated entity or member of the Partnership in his capacity as an interest holder. View More