Complete Agreement; Interpretation Sample Clauses

Complete Agreement; Interpretation. This Agreement (and any schedules hereto), the Separation and Distribution Agreement and the other Ancillary Agreements (and the exhibits and schedules thereto) shall constitute the entire agreement between the Parties with respect to the subject matter hereof and thereof and shall supersede all previous negotiations, commitments and writings with respect to such subject matter. In the event of any conflict between the terms and conditions of the body of this Agreement and the terms and conditions of any schedule hereto, the terms and conditions of such schedule shall control. Notwithstanding anything to the contrary in this Agreement, in the case of any conflict between the provisions of this Agreement and the provisions of the Separation and Distribution Agreement, the provisions of the Separation and Distribution Agreement shall control, except with respect to any matters governed by this Agreement, in which case the provisions of this Agreement shall control.
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Complete Agreement; Interpretation. This Agreement (including the Schedules attached hereto), the Separation and Distribution Agreement and the other Ancillary Agreements (and the exhibits and schedules thereto) shall constitute the entire agreement between the Parties with respect to the subject matter hereof and thereof and shall supersede all previous negotiations, commitments and writings with respect to such subject matter. In the event of any conflict between the terms and conditions of the body of this Agreement and the terms and conditions of any Schedule, the terms and conditions of such Schedule shall control. Notwithstanding anything to the contrary in this Agreement, in the case of any conflict between the provisions of this Agreement and the provisions of the Separation and Distribution Agreement, the provisions of the Separation and Distribution Agreement shall control, except with respect to the provision of support and other Services after the Effective Time by the Crane Company Group to the Crane NXT Group and the Crane NXT Group to the Crane Company Group, in which case the provisions of this Agreement shall control. Section 1.2 of the Separation and Distribution Agreement hereby is incorporated herein, mutatis mutandis.
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Complete Agreement; Interpretation. This Agreement, together with any attachments referred to herein which are hereby made a part hereof, constitutes the entire agreement of the parties, all prior negotiations, proposals and writing pertaining to same being superceded hereby. No changes, alterations or modifications to this Agreement shall be effective unless in writing and signed by the parties. All headings and numbering in this Agreement are for the convenience of the parties and for reference only, and shall in no way be used in the interpretation of any of the provisions hereof.
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Complete Agreement; Interpretation. Buyer acknowledges that ▇▇▇▇▇ has read and understands these Terms and Conditions of Sale, General as stated, and agrees to be bound by them and that these are the complete and exclusive statement of the agreement between the parties and supersede all proposals, oral or written, and all other communications between the parties relating to the subject matter. No modification hereof shall be binding upon either party unless such modification is in writing signed by duly authorized representatives of the parties. If any part of the terms and conditions included herein is deemed contrary to, prohibited by or invalid under applicable laws or regulations, such provision shall be deemed omitted to the extent so contrary, prohibited or invalid, but the remainder shall not be invalidated and shall be given effect as far as possible. All headings contained in these terms and conditions are for reference purposes only and shall not in any way affect the meaning or interpretation of these terms and conditions. The applicable version of Cyntony ’s terms and conditions shall be the terms and conditions that were in place on the date for which a quote was issued provided the quote is valid at the time of order placement. In the case where a quote has expired, and ▇▇▇▇▇▇▇ chooses, at its sole discretion, to honor a customer’s purchase order based on the value proposed in the expired quote, the valid terms and conditions will be based on the date of acceptance of the purchase order by ▇▇▇▇▇▇▇.
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Complete Agreement; Interpretation. The headings of the sections of this Agreement are solely for convenient reference and neither constitute a part of this Agreement nor affect its meaning, interpretation, or effect. Addendum A attached to this Agreement is an integral part of it and incorporated by reference in it. This Agreement (including Addendum A) records the entire understanding of Executive and Employer with respect to the terms of Executive’s employment by Employer and the restrictions stated in it and supersedes any previous or contemporaneous agreement, representation, or understanding, oral or written, by either of them. If Executive is a shareholder of Employer, however, this Agreement does not supersede any Shareholder Agreement among Executive, Employer, and the other shareholders of Employer or any Restricted Stock Award Agreement between Executive and Employer. Additionally, this Agreement does not in any manner limit Executive’s obligations to comply with all rules, policies, practices, directives, procedures, and regulations of Employer. Employer may (but is not required to) prepare and deliver to Executive a new Addendum A to reflect any change that occurs in the information set forth on it, and every new Addendum A that is dated and signed by Executive and an authorized officer of Employer (other than Executive) will automatically supersede the previous Addendum A and be incorporated by reference in this Agreement. Executive and Employer agree that this Agreement can be specifically enforced in court and can be cited as evidence in legal proceedings alleging breach of the Agreement. Unless otherwise expressly stated, all references in this Agreement to a section or schedule are to a section or schedule of this Agreement.
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Complete Agreement; Interpretation. This Agreement, together with the Consent, and all instruments or other documents to be executed and delivered thereunder, supersede any prior negotiations, discussions or communications between Sunset LLC and Berry and constitute the entire agreement of such parties with respect to the subject matter of this Agreement. Each party to this Agreement has substantial experience with the subject matter of this Agreement and each has fully participated in the negotiation and drafting of this Agreement and has been advised by counsel of its choice with respect to the subject matter hereof. Accordingly, this Agreement shall be construed without regard to the rule that ambiguities in a document are to be construed against the drafter.
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Complete Agreement; Interpretation. This Agreement, the Related Agreements, the Exhibits hereto, the Disclosure Schedule and the other documents referred to herein contain the complete agreement between the parties and supersede any prior understandings, agreements or representations by or between the parties, written or oral, which may have related to the subject matter hereof in any way, and no party shall be liable or bound to the other parties in any manner by any representations, warranties or covenants not set forth herein. As used in this Agreement, “knowledge” means the actual knowledge of a director or any officer of the applicable party.
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Complete Agreement; Interpretation. This Agreement, together with all Exhibits attached hereto, contains the entire understanding between the parties with respect to the subject matter hereof and supersedes any prior understandings between them with respect to said subject matter, and expressly supersedes and replaces, as of the date hereof, the Original Agreement. There are no representations, agreements, arrangements or understandings, oral or written, between and among the parties hereto relating to the subject matter of this Agreement that are not fully expressed herein. This Agreement is not to be interpreted for or against any Member or the Company, and no Person will be deemed the draftsperson of this Agreement.
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Complete Agreement; Interpretation 
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Related to Complete Agreement; Interpretation

  • Entire Agreement; Interpretation a. The HAP contract contains the entire agreement between the owner and the PHA. b The HAP contract shall be interpreted and implemented in accordance with all statutory requirements, and with all HUD requirements, including the HUD program regulations at 24 Code of Federal Regulations Part 982. Office of Public and Indian Housing

  • Certain Interpretations (a) Unless otherwise indicated, all references herein to Articles, Sections, Annexes, Exhibits or Schedules, shall be deemed to refer to Articles, Sections, Annexes, Exhibits or Schedules of or to this Agreement, as applicable. (b) Unless otherwise indicated, the words “include,” “includes” and “including,” when used herein, shall be deemed in each case to be followed by the words “without limitation.” (c) The table of contents and headings set forth in this Agreement are for convenience of reference purposes only and shall not affect or be deemed to affect in any way the meaning or interpretation of this Agreement or any term or provision hereof. (d) Unless otherwise indicated, all references herein to the Subsidiaries of a Person shall be deemed to include all direct and indirect Subsidiaries of such Person unless otherwise indicated or the context otherwise requires. (e) Whenever the context may require, any pronouns used in this Agreement shall include the corresponding masculine, feminine or neuter forms, and the singular form of nouns and pronouns shall include the plural, and vice versa. (f) References to “$” and “dollars” are to the currency of the United States of America. (g) Any dollar or percentage thresholds set forth herein shall not be used as a benchmark for the determination of what is or is not “material” or a “Company Material Adverse Effect” under this Agreement. (h) When used herein, the word “extent” and the phrase “to the extent” shall mean the degree to which a subject or other thing extends, and such word or phrase shall not simply mean “if.” (i) The parties hereto agree that they have been represented by counsel during the negotiation and execution of this Agreement and, therefore, waive the application of any Law, holding or rule of construction providing that ambiguities in an agreement or other document will be construed against the party drafting such agreement or document.

  • Construction and Interpretation Should any provision of this Agreement require judicial interpretation, the parties hereto agree that the court interpreting or construing the same shall not apply a presumption that the terms hereof shall be more strictly construed against one party by reason of the rule of construction that a document is to be more strictly construed against the party that itself, or through its agent, prepared the same, and it is expressly agreed and acknowledged that Company and Executive and each of his and its representatives, legal and otherwise, have participated in the preparation hereof.

  • Interpretation, etc Any of the terms defined herein may, unless the context otherwise requires, be used in the singular or the plural, depending on the reference. References herein to any Section, Appendix, Schedule or Exhibit shall be to a Section, an Appendix, a Schedule or an Exhibit, as the case may be, hereof unless otherwise specifically provided. The use herein of the word “include” or “including,” when following any general statement, term or matter, shall not be construed to limit such statement, term or matter to the specific items or matters set forth immediately following such word or to similar items or matters, whether or not no limiting language (such as “without limitation” or “but not limited to” or words of similar import) is used with reference thereto, but rather shall be deemed to refer to all other items or matters that fall within the broadest possible scope of such general statement, term or matter.

  • Contract Interpretation This Agreement is the joint product of each Investor and the Company and each provision hereof has been subject to the mutual consultation, negotiation and agreement of such parties and shall not be construed for or against any party hereto.