Entire Agreement Contract Clauses (18,614)

Entire Agreement. This Agreement and the Ancillary Agreements constitute the entire Agreement between the Parties, and contains all of the terms, covenants, conditions, and agreements between the Parties hereto relative to the subject matter hereof. This Agreement may not be contradicted by evidence of prior, contemporaneous or subsequent oral agreements among or between the Parties. This Agreement merges and supersedes all prior discussions, oral or written agreements and understandings of every kind and nature ...among and between the Parties. No Party has relied upon any representation, promise, assurance, covenant, omission or agreement not included in the terms hereof in making the decision to enter into this Agreement. -5- 9. Non-Disparagement. The Parties agree to refrain from making any disparaging or negative statements or communications regarding each other regarding the subject matter hereof. However, nothing in this Agreement is intended to or must prevent, impede or interfere with a Party providing truthful testimony and/or information, or in other ways cooperating in the course of an investigation or proceeding authorized by law or conducted by a government agency. View More

Entire Agreement. This Agreement constitutes the full and entire understanding and agreement among the parties, and supersedes any prior agreement or understanding among the parties, with regard to the subjects hereof and thereof, and no party shall be liable or bound to any other party in any manner by any warranties, representations or covenants except as specifically set forth herein or therein. [Remainder of page intentionally left blank; signature page follows] 5 This Agreement is hereby executed effective a...s of the date first set forth above. Parent: APIFINY GROUP INC. By: Name: Title: Sponsor: ABRI VENTURES I, LLC By: Name: Title: Voting Parties: [To be provided.] View More

Entire Agreement. This Transition Agreement sets forth the entire agreement between the parties hereto and, except for the Confidentiality Agreement between Gibson and the Company, fully supersedes any and all prior agreements or understandings between the parties pertaining to the subject matter hereof. For the avoidance of doubt, the March 10, 2015 Employment Offer letter (the "Offer letter") and the Agreement Re: Change in Control between the Company and Gibson dated March 13, 2015 (the "CIC Agreement"), shall... automatically expire as of the date of this Transition Agreement (after which the Offer letter and CIC Agreement will be of no force or effect), and except as expressly provided in this Transition Agreement, Gibson shall not be entitled to any payments or benefits of any kind in connection with a termination or resignation for any reason. The parties agree that no amendment or modification of this Transition Agreement shall be effective unless it is in writing signed by both parties. View More

Entire Agreement. This Agreement and the Plan contain the entire understanding and agreement between the Company and the Grantee concerning this Option, and supersede any prior or contemporaneous negotiations and understandings. The Company and the Grantee have made no promises, agreements, conditions, or understandings relating to this Option, either orally or in writing, that are not included in this Agreement or the Plan.

Entire Agreement. Employee has carefully read and fully understands all of the terms of this Agreement. Employee agrees that this Agreement sets forth the entire agreement between the Company and Employee regarding all issues involving his/her termination of employment except that it does not replace or alter in any way any obligations Employee owes to the Company under applicable law, or owed under any agreements regarding confidentiality, non-disclosure, non-disparagement, non-solicitation, non-competition, dut...ies of loyalty or fiduciary duty. Applicable laws may include, but are not limited to, state laws protecting company trade secrets or other confidential information. Employee further understands that this Agreement does not alter or replace any of the terms or obligations of the Plan. View More

Entire Agreement. This First Amendment and the Agreement, including its attachments, constitute the entire agreement between the Parties relating to the subject matter hereof and thereof, and may not be varied except in writing signed by a duly authorized representative of each Party. In case of inconsistency between the terms and conditions of the Agreement and this First Amendment, this First Amendment shall prevail to the extent of such inconsistency but no further. This First Amendment shall be governed in al...l respects by the terms for resolution of any controversy, dispute or claim provided in the Agreement. View More

Entire Agreement. 13.1 No promises of any kind have been made by Creditor or any third party to induce Guarantor to execute this Agreement. No course of dealing, course of performance or trade usage, and no parole evidence of any nature, shall be used to supplement or modify any terms of this Agreement. 14. REVOCATION. 14.1 Guarantor waives any right to revoke this agreement. 14.2 If, contrary to the express intent of this agreement, any such revocation is attempted by Guarantor: 14.2.1 It shall not be effective ...until thirty days after written notice thereof has been actually received by any officer of Creditor; 14.2.2 It shall not apply to any Guaranteed Obligations in existence on such date (including any subsequent continuation, extension, or renewal thereof); 14.2.3 It shall not apply to any Guaranteed Obligations made or created after such date pursuant to a commitment of Creditor which was, or is believed in good faith by Creditor to be, in existence on the date of such revocation; 14.2.4 No payment by any other surety of Debtor, or from any other source, prior to the date of such revocation shall reduce the obligations of Guarantor hereunder; and 14.2.5 Payment by any other surety or Debtor, or from any other source shall be first applied to Guaranteed Obligations, if any, as to which the revocation by Guarantor is effective and, to the extent so applied, shall not reduce the obligations of Guarantor hereunder. View More

Entire Agreement. THIS AMENDMENT CONSTITUTES THE ENTIRE AGREEMENT BETWEEN THE PARTIES HERETO WITH RESPECT TO THE SUBJECT HEREOF. FURTHERMORE, IN THIS REGARD, THIS AMENDMENT, THE CREDIT AGREEMENT AND THE OTHER LOAN DOCUMENTS REPRESENT, COLLECTIVELY, THE FINAL AGREEMENT AMONG THE PARTIES THERETO AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF SUCH PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS AMONG SUCH PARTIES 11. Governing Law. This AMENDMENT AND ANY CONTROVER...SY, DISPUTE, CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATING TO THIS AMENDMENT shall be governed by and construed in accordance with the laws of the State of Texas. View More

Entire Agreement. This Amendment constitutes the entire understanding to date of the parties hereto regarding the subject matter hereof and supersedes all prior and contemporaneous oral and written agreements of the parties thereto with respect to the subject matter hereof.

Entire Agreement. This Agreement, the Application and ACH Authorization constitute the entire understanding between the Parties in connection with the subject matter hereof and supersedes all prior and contemporaneous agreements, understanding, negotiations, and discussions, whether oral or written, of the Parties with respect to the subject matter hereof, and there are no warranties, representations and/or agreements among the Parties in conjunction with the subject matter hereof except as set forth in this Agre...ement and the Application. The Parties may change any of the terms of this Agreement or amend this Agreement but any such changes or amendments shall not be effective unless they are in writing, agreed to by both Parties, and signed by Borrower and/or Guarantor(s) as applicable. If any of the provisions of this Agreement are determined to be invalid, illegal or unenforceable in any respect, the remaining provisions shall not be affected in any manner. All Parties hereby acknowledge having the full power and authority to enter into and perform the obligations under this Agreement. Borrower and Guarantor(s) agree to execute such further and additional documents, instruments, and writings as may be necessary, proper, required, desirable, or convenient for the purpose of fully effectuating the terms and provisions of this Agreement. Paragraphs 23, 29, 30, 31, 32, 33, 38 and 39 shall survive any termination, satisfaction or cancellation of this Agreement. View More