Entire Agreement Clause Example with 15 Variations from Business Contracts

This page contains Entire Agreement clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Entire Agreement. This Agreement and the Merger Agreement constitute the entire agreement among the parties relating to the subject matter hereof and supersede any other agreements, whether written or oral, that may have been made or entered into by or among any of the parties hereto or any of their respective Subsidiaries relating to the transactions contemplated hereby. No representations, warranties, covenants, understandings, agreements, oral or otherwise, relating to the matters contemplated by this Agreemen...t exist between the parties except as expressly set forth or referenced in this Agreement and the Merger Agreement. View More

Variations of a "Entire Agreement" Clause from Business Contracts

Entire Agreement. This Agreement and the Merger Business Combination Agreement constitute the entire agreement among the parties relating hereto with respect to the subject matter hereof and supersede any all other agreements, whether prior agreements and understandings, both written or and oral, that may have been made or entered into by or among any of the parties hereto or any of their respective Subsidiaries relating with respect to the transactions contemplated hereby. subject matter hereof. No representatio...ns, warranties, covenants, understandings, agreements, oral or otherwise, relating with respect to the matters subject matter contemplated by this Agreement exist between the parties hereto except as expressly set forth or referenced in this Agreement and the Merger Business Combination Agreement. In the event of any inconsistency, conflict, or ambiguity as to the rights and obligations of the parties hereto under this Agreement and the Business Combination Agreement, the terms of this Agreement shall control and supersede any such inconsistency, conflict or ambiguity. View More
Entire Agreement. This Agreement and the Merger Business Combination Agreement constitute the entire agreement among the parties relating hereto with respect to the subject matter hereof and supersede any all other agreements, whether prior agreements and understandings, both written or and oral, that may have been made or entered into by or among any of the parties hereto or any of their respective Subsidiaries relating with respect to the transactions contemplated hereby. subject matter hereof. No representatio...ns, warranties, covenants, understandings, agreements, oral or otherwise, relating with respect to the matters subject matter contemplated by this Agreement exist between the parties hereto except as expressly set forth or referenced in this Agreement and the Merger Business Combination Agreement. In the event of any inconsistency, conflict, or ambiguity as to the rights and obligations of the parties hereto under this Agreement and the Business Combination Agreement, the terms of this Agreement shall control and supersede any such inconsistency, conflict or ambiguity. 8 14. No Third-Party Beneficiaries. The Shareholder hereby agrees that its representations, warranties and covenants set forth herein are solely for the benefit of SPAC in accordance with and subject to the terms of this Agreement, and this Agreement is not intended to, and does not, confer upon any Person other than the parties hereto any rights or remedies hereunder, including the right to rely upon the representations and warranties set forth herein, and the parties hereto hereby further agree that this Agreement may only be enforced against, and any Proceeding that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against, the Persons expressly named as parties hereto; provided, that the Company shall be an express third party beneficiary with respect to Section 4, Section 5(b) and Section 7 hereof. View More
Entire Agreement. This Agreement and the Merger Business Combination Agreement constitute the entire agreement among the parties relating hereto with respect to the subject matter hereof and supersede any all other agreements, whether prior agreements and understandings, both written or and oral, that may have been made or entered into by or among any of the parties hereto or any of their respective Subsidiaries relating with respect to the transactions contemplated hereby. subject matter hereof. No representatio...ns, warranties, covenants, understandings, agreements, oral or otherwise, relating with respect to the matters subject matter contemplated by this Agreement exist between the parties hereto except as expressly set forth or referenced in this Agreement and the Merger Business Combination Agreement. In the event of any inconsistency, conflict, or ambiguity as to the rights and obligations of the parties hereto under this Agreement and the Business Combination Agreement, the terms of this Agreement shall control and supersede any such inconsistency, conflict or ambiguity. 8 14. No Third-Party Beneficiaries. The Shareholder hereby agrees that its representations, warranties and covenants set forth herein are solely for the benefit of SPAC in accordance with and subject to the terms of this Agreement, and this Agreement is not intended to, and does not, confer upon any Person other than the parties hereto any rights or remedies hereunder, including the right to rely upon the representations and warranties set forth herein, and the parties hereto hereby further agree that this Agreement may only be enforced against, and any Proceeding that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against, the Persons expressly named as parties hereto; provided, that the Company and SPAC shall be express third party beneficiaries with respect to Section 4, Section 5(b) and Section 7 hereof. View More
Entire Agreement. This Agreement and the Merger Agreement other Transaction Agreements as to which Parent, on the one hand, and the Stockholder on the other hand, are parties, constitute the entire agreement among the parties relating to the subject matter hereof transactions contemplated hereby and supersede any other agreements, whether written or and oral, that may have been made or entered into by or among any of the parties hereto or any of their respective Subsidiaries relating to the transactions contempla...ted hereby. No representations, warranties, covenants, understandings, agreements, oral or otherwise, relating to the matters contemplated by this Agreement exist between the parties except as expressly set forth or referenced in this Agreement and the Merger Agreement. View More
Entire Agreement. This Agreement (including, for the avoidance of doubt, those covenants, agreements and obligations under this Agreement that relate to the Merger Agreement provisions of the Business Combination Agreement) constitute the entire agreement among the parties relating to the subject matter hereof and supersede any other agreements, whether written or oral, that may have been made or entered into by or among any of the parties hereto or any of their respective Subsidiaries Affiliates relating to the ...transactions contemplated hereby. No representations, warranties, covenants, understandings, agreements, oral or otherwise, relating to the matters contemplated by this Agreement exist between the parties except as expressly set forth or referenced in this Agreement (including, for the avoidance of doubt, those covenants, agreements and obligations under this Agreement that relate to the provisions of the Business Combination Agreement). 7 14. No Third-Party Beneficiaries. The Stockholder hereby agrees that its representations, warranties and covenants set forth herein are solely for the benefit of the Company in accordance with and subject to the terms of this Agreement, and this Agreement is not intended to, and does not, confer upon any Person other than the parties hereto any rights or remedies hereunder, including the right to rely upon the representations and warranties set forth herein, and the Merger Agreement. parties hereto hereby further agree that this Agreement may only be enforced against, and any Action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against, the Persons expressly named as parties hereto; provided, that Ackrell shall be an express third-party beneficiary with respect to Section 4, Section 5, Section 6 and Section 7 hereof. View More
Entire Agreement. This Agreement (including, for the avoidance of doubt, those covenants, agreements and obligations under this Agreement that relate to the provisions of the Merger Agreement Agreement) constitute the entire agreement among the parties relating to the subject matter hereof and supersede any other agreements, whether written or oral, that may have been made or entered into by or among any of the parties hereto or any of their respective Subsidiaries relating to the transactions contemplated hereby.... No representations, warranties, covenants, understandings, agreements, oral or otherwise, relating to the matters contemplated by this Agreement exist between the parties except as expressly set forth or referenced in this Agreement (including, for the avoidance of doubt, those covenants, agreements and obligations under this Agreement that relate to the provisions of the Merger Agreement). 7 14. No Third-Party Beneficiaries. The Stockholder hereby agrees that its representations, warranties and covenants set forth herein are solely for the benefit of IKONICS, Holdco, Merger Sub I and Merger Sub II in accordance with and subject to the terms of this Agreement, and this Agreement is not intended to, and does not, confer upon any Person other than the parties hereto any rights or remedies hereunder, including the right to rely upon the representations and warranties set forth herein, and the Merger Agreement. parties hereto hereby further agree that this Agreement may only be enforced against, and any Action that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement may only be made against, the Persons expressly named as parties hereto; provided, that the Company shall be an express third party beneficiary with respect to Section 4, Section 5(a), Section 5(b) and Section 7 hereof. View More
Entire Agreement. This Agreement (including, for the avoidance of doubt, those covenants, agreements and obligations under this Agreement that relate to the Merger Agreement provisions of the Business Combination Agreement) constitute the entire agreement among the parties relating to the subject matter hereof and supersede any other agreements, whether written or oral, that may have been made or entered into by or among any of the parties hereto or any of their respective Subsidiaries Affiliates relating to the ...transactions contemplated hereby. No representations, warranties, covenants, understandings, agreements, oral or otherwise, relating to the matters contemplated by this Agreement exist between the parties except as expressly set forth or referenced in this Agreement (including, for the avoidance of doubt, those covenants, agreements and obligations under this Agreement that relate to the Merger Agreement. provisions of the Business Combination Agreement). View More
Entire Agreement. This Agreement (including, for the avoidance of doubt, those covenants, agreements and obligations under this Agreement that relate to the provisions of the Merger Agreement) and any Ancillary Agreement as to which the Company or Parent, on the one hand, and the Merger Agreement Stockholders on the other hand, are parties constitute the entire agreement among the parties relating to the subject matter hereof of this Agreement and supersede any other agreements, whether written or oral, that may ...have been made or entered into by or among any of the parties hereto to this Agreement or any of their respective Subsidiaries relating to the transactions contemplated hereby. No representations, warranties, covenants, understandings, agreements, oral or otherwise, relating to the matters contemplated by this Agreement exist between the parties except as expressly set forth or referenced in this Agreement and the Merger Agreement. View More
Entire Agreement. This Agreement and the Merger Agreement constitute the entire agreement among the parties relating to the subject matter hereof transactions contemplated hereby and supersede any other agreements, whether written or and oral, that may have been made or entered into by or among any of the parties hereto or any of their respective Subsidiaries relating to the transactions contemplated hereby. No representations, warranties, covenants, understandings, agreements, oral or otherwise, relating to the ...matters contemplated by this Agreement exist between the parties except as expressly set forth or referenced in this Agreement and the Merger Agreement. View More
Entire Agreement. This Agreement and the Merger Agreement constitute constitutes the entire agreement among between the parties hereto relating to the subject matter hereof and supersede supersedes any other agreements, whether written or oral, that may have been made or entered into by or among CDH Party and any of the parties hereto Parties or any of their respective Subsidiaries relating to the transactions contemplated hereby. subject matter hereof. No representations, warranties, covenants, understandings, a...greements, oral or otherwise, relating to the matters contemplated by this Agreement subject matter hereof exist between the parties hereto except as expressly set forth or referenced in this Agreement and the Merger Agreement. View More