Common use of Complete Agreement Clause in Contracts

Complete Agreement. This Agreement contains the full and complete understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties with respect to the subject matter hereof, whether oral or written, express or implied.

Appears in 74 contracts

Samples: Agreement (Mutual of America Separate Account No 2), Selling and Servicing Agreement (GMO Series Trust), Participation Agreement (Mutual of America Separate Account No 2)

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Complete Agreement. This Agreement contains represents the full and complete understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties with respect to the subject matter hereofhereof and supersedes in its entirety any prior agreement, whether oral or writtenotherwise, express or impliedregarding the indemnification of the Indemnified Person.

Appears in 25 contracts

Samples: Indemnification Agreement (Parkway Properties Inc), Indemnification Agreement (Parkway, Inc.), Indemnification Agreement (Parkway Properties Inc)

Complete Agreement. This Agreement contains the full and complete understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings agreement between the parties with respect hereto and supersedes any prior understandings, agreements or representations by or between the parties, written or oral, which may have related to the subject matter hereof, whether oral or written, express or impliedhereof in any way.

Appears in 16 contracts

Samples: Exchange Agreement (Ascent Solar Technologies, Inc.), Exchange Agreement (BD1 Investment Holding, LLC), Exchange Agreement (Ascent Solar Technologies, Inc.)

Complete Agreement. This Agreement contains the full and complete understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties with respect to the subject matter hereof, whether oral or written, express or implied.

Appears in 15 contracts

Samples: Conforming Agreement (GMO Series Trust), Service Agreement (GMO Series Trust), Service Agreement (GMO Series Trust)

Complete Agreement. This The parties agree that this Agreement contains is the full complete and complete understanding exclusive statement of the parties agreement between the parties, which supersedes and supersedes merges all prior representationsproposals, promises, statements, arrangements, understandings and other agreements, warranties and understandings between the parties with respect to the subject matter hereof, whether oral or written, express or impliedbetween the parties relating to this Agreement.

Appears in 15 contracts

Samples: Distributor Agreement (I3 Mobile Inc), Marketing Agreement (I3 Mobile Inc), Distribution Agreement (I3 Mobile Inc)

Complete Agreement. This Agreement contains sets forth the full and complete entire understanding of the parties Parties hereto and supersedes all prior representationsagreements, promises, statementscovenants, arrangements, agreementscommunications, warranties and understandings between the parties with respect to the subject matter hereofrepresentations, or warranties, whether oral or written, express by any Party (or impliedany officer, employee, or representative of any Party).

Appears in 14 contracts

Samples: Assignment and Assumption Agreement (Media Entertainment Inc), Assignment and Assumption Agreement (Media Entertainment Inc), Assignment and Assumption Agreement (Media Entertainment Inc)

Complete Agreement. This Agreement contains embodies the full complete agreement and complete understanding of between the parties and supersedes all any prior representationsunderstandings, promisesagreements or representations by or among the parties, statementswhether written or oral, arrangements, agreements, warranties and understandings between the parties with respect to concerning the subject matter hereof, whether oral or written, express or impliedhereof in any way.

Appears in 13 contracts

Samples: Employment Agreement (Renewable Fuel Corp), Employment Agreement (Renewable Fuel Corp), Employment Agreement (Renewable Fuel Corp)

Complete Agreement. This Agreement contains constitutes the full and complete understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings entire agreement between the parties Parties with respect to the subject matter hereofhereof and supersedes all previous proposals, negotiations, representations, commitments, writings and all other communications, whether oral or and written, express or impliedbetween the Parties.

Appears in 9 contracts

Samples: Service Mark and Name License Agreement (Teton Advisors, Inc.), Service Mark and Name License Agreement (Teton Advisors, Inc.), Service Mark and Name License Agreement (Associated Capital Group, Inc.)

Complete Agreement. This Agreement contains constitutes the full and complete understanding of entire agreement between the parties and supersedes all prior agreements, representations, promiseswarranties, statements, arrangementspromises and understanding, agreementswhether oral or written, warranties and understandings between the parties with respect to the subject matter hereof, whether oral or written, express or implied.

Appears in 8 contracts

Samples: Loan Agreement (Continential Southern Resources Inc), Loan Agreement (Vpgi Corp), Loan Agreement (International Travel Cd S Inc)

Complete Agreement. This Agreement contains and other agreements referred to herein set forth the full and complete entire understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties hereto with respect to the subject matter hereofmatters provided herein and supersede all prior agreements, covenants, arrangements, communications, representations or warranties, whether oral or written, express by any of the parties or impliedby any officer, employer or representative of any party.

Appears in 8 contracts

Samples: Asset Acquisition Agreement (Integrated Food Resources Inc), Asset Acquisition Agreement (California Clean Air Inc), Asset Acquisition Agreement (California Clean Air Inc)

Complete Agreement. This Agreement contains the full and complete understanding of the parties with respect to the subject matter hereof and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between among the parties with respect to the subject matter hereof, whether oral or written, express or implied.

Appears in 7 contracts

Samples: Shareholder Servicing Agreement (Excelsior Tax Exempt Funds Inc), Shareholder Servicing Agreement (Excelsior Funds Trust), Shareholder Servicing Agreement (Excelsior Funds Inc)

Complete Agreement. This Agreement contains constitutes the full and complete understanding agreement of the parties parties, and supersedes all prior representationsor contemporaneous agreements and understandings, promiseswhether oral, statementswritten or implied, arrangements, agreements, warranties and understandings between the parties with respect to regarding the subject matter hereofmatter. Both parties acknowledge that in entering into this Agreement, whether oral they have not relied on any promise, assurance, or written, express or impliedrepresentation other than those expressly set forth in this Agreement.

Appears in 7 contracts

Samples: Employment Agreement (Water Pik Technologies Inc), Employment Agreement (Water Pik Technologies Inc), Employment Agreement (Water Pik Technologies Inc)

Complete Agreement. This Agreement contains is the full and complete understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties with respect to regarding the subject matter hereof, whether herein and supersedes any prior oral or writtenwritten agreements, express representations, understanding, or implieddiscussions between the parties.

Appears in 7 contracts

Samples: Student Health Center Agreement, Student Health Center Agreement, Student Health Center Agreement

Complete Agreement. This Agreement contains constitutes the full and complete understanding of entire agreement among the parties and supersedes all any prior representations, promises, statements, arrangements, agreements, warranties and understandings correspondence or documents evidencing negotiations between the parties with respect parties, whether written or oral, and any and all understandings, agreements or representations by or among the parties, whether written or oral, that may have related in any way to the subject matter hereof, whether oral or written, express or impliedof this Agreement.

Appears in 6 contracts

Samples: Employment Agreement (Wowio, Inc.), Employment Agreement (Wowio, Inc.), Employment Agreement (Wowio, Inc.)

Complete Agreement. This Agreement contains the full and complete understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties with respect to the subject matter hereof, whether oral or written, express or implied.. 03/13

Appears in 6 contracts

Samples: Service Agreement (Dreyfus Stock Funds), Service Agreement (Dreyfus Institutional Preferred Money Market Funds), Service Agreement (General Municipal Money Market Funds Inc)

Complete Agreement. This Agreement contains constitutes the full entire understanding and complete understanding agreement of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties Parties with respect to the subject matter hereof, and it supersedes all prior and/or contemporaneous understandings and agreements among the Parties, whether oral or written, express with respect to such subject matter, all of which are merged herein. There are no representations, warranties, agreements or impliedpromises between the Parties with respect to such subject matter, except those which are expressly set forth herein.

Appears in 4 contracts

Samples: Debenture Purchase Agreement (VG Life Sciences, Inc.), Release and Settlement Agreement (VG Life Sciences Inc.), Note Purchase Agreement (VG Life Sciences, Inc.)

Complete Agreement. This Agreement contains constitutes the full and complete entire understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties Parties with respect to the subject matter hereofmatter; all prior agreements, whether oral or writtenrepresentations, express or impliedstatements, negotiations and undertakings are superseded hereby. [Signatures on the following page.]

Appears in 4 contracts

Samples: Agreement, Agreement, Agreement

Complete Agreement. This Agreement contains The terms and provisions contained in this agreement constitute the full and complete understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings entire agreement between the parties Parties with respect to the subject matter hereof, whether oral and supersede all previous communications, representations or agreements, either verbal or written, express or impliedbetween Parties with respect to the subject matter hereof.

Appears in 4 contracts

Samples: Power Purchase Agreement, Power Purchase Agreement, Power Purchase Agreement

Complete Agreement. This Agreement contains the full and complete understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between among the parties with respect to the subject matter hereof, whether oral or written, express or implied.

Appears in 4 contracts

Samples: Services Agreement (Pimco Variable Insurance Trust), Services Agreement (Pimco Variable Insurance Trust), Services Agreement (Pimco Variable Insurance Trust)

Complete Agreement. This Agreement contains the full and complete ------------------ understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties with respect to the subject matter hereof, whether oral or written, express or implied.

Appears in 4 contracts

Samples: Pimco Variable Insurance Trust Services Agreement (Usl Separate Account Usl Vl-R), Trust Services Agreement (Agl Separate Account Vl R), Pimco Variable Insurance Trust Services Agreement (Variable Account II of AGL of Delaware)

Complete Agreement. This Agreement contains embodies the full complete agreement and complete understanding of between the parties and supersedes all any prior representationsunderstandings, promises, statements, arrangements, agreements, warranties and understandings agreements or representations by or between the parties with respect parties, written or oral, which may have related to the subject matter hereof, whether oral or written, express or implied.

Appears in 4 contracts

Samples: Employment Agreement (Ecollege Com), Employment Agreement (Ecollege Com), Employment Agreement (Ecollege Com)

Complete Agreement. This Agreement contains sets forth the full and complete entire understanding of the parties Parties hereto and supersedes all prior representationsagreements, promises, statements, covenants arrangements, agreementscommunications, warranties and understandings between the parties with respect to the subject matter hereofrepresentations or warranties, whether oral or written, express by any Party or impliedany officer, employee or representative of any Party.

Appears in 4 contracts

Samples: Time Brokerage and Option Agreement (Vision Broadcast Network, Inc.), Time Brokerage and Option Agreement (Vision Broadcast Network, Inc.), Time Brokerage and Option Agreement (Vision Broadcast Network, Inc.)

Complete Agreement. This Agreement contains sets forth the full and complete ------------------ entire understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties Parties with respect to the subject matter hereofhereof and supersedes all prior letters of intent, agreements, covenants, arrangements, communications, representations or warranties, whether oral or written, express by any Party or impliedany officer, employee or representative of any Party.

Appears in 3 contracts

Samples: Separation Agreement (Derby Cycle Corp), Separation Agreement (Derby Cycle Corp), Separation Agreement (Derby Cycle Corp)

Complete Agreement. This The Parties hereto acknowledge that each has read this Agreement, understands it and agrees to be bound by its terms. The Parties agree that this Agreement contains is the full and complete understanding of agreement between the parties Parties on the subject matter and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties with respect to the subject matter hereof, whether proposals (oral or written), express or impliedunderstandings, representations, conditions, warranties, covenants and other communications between the Parties relating to the same subject matter.

Appears in 3 contracts

Samples: Master Services Agreement, Master Services Agreement, Master Services Agreement

Complete Agreement. This Agreement contains constitutes the full and complete understanding of the parties entire agreement, and supersedes all other prior representations, promises, statements, arrangements, agreements, warranties understandings, representations and understandings between warranties, both written and oral, among the parties Parties, with respect to the subject matter hereof, whether oral or written, express or implied.

Appears in 3 contracts

Samples: Class X Unit Purchase Agreement (ARKO Corp.), Class Aq Unit Purchase Agreement (ARKO Corp.), Class a Preferred Unit Purchase Agreement (ARKO Corp.)

Complete Agreement. This Agreement contains the full and complete understanding of agreement between the parties and supersedes all supersede any prior representationsunderstandings, promises, statements, arrangements, agreements, warranties and understandings agreements or representations by or between the parties with respect parties, written or oral, which may have related to the subject matter hereof, whether oral or written, express or impliedhereof in any way.

Appears in 3 contracts

Samples: Support Agreement (Charles River Laboratories International Inc), Registration Rights Agreement (Modtech Holdings Inc), Reimbursement and Subordination Agreement (Stockpoint Inc)

Complete Agreement. This Agreement contains the full and complete understanding of agreement between the parties and supersedes all supersede any prior representationsunderstandings, promises, statements, arrangements, agreements, warranties and understandings agreements or representations by or between the parties with respect to the subject matter hereofparties, whether oral written or written, express or impliedoral.

Appears in 3 contracts

Samples: Adr Purchase Agreement (Grand Toys International Inc), Purchase Agreement (Cognigen Networks Inc), Stock Purchase Agreement (Infowave Software Inc)

Complete Agreement. This Agreement contains the full and complete entire understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties oral or written, and understandings all other communication between the parties with respect relating to the subject matter hereof, whether oral or written, express or impliedof this Agreement.

Appears in 3 contracts

Samples: Personal/Professional Services Agreement, Professional Services Agreement, Tillamook County Oregon

Complete Agreement. This Agreement contains the full and complete entire understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties hereto with respect to the subject matter hereof, whether and supersedes all prior and contemporaneous agreements and understandings, inducements or conditions, express or implied, oral or written, express or impliedexcept as herein contained.

Appears in 3 contracts

Samples: Independent Contractor Agreement, Professional Services Agreement, www.grandlearning.org

Complete Agreement. This Agreement contains embodies the full and complete entire understanding of the parties and supersedes shall supersede all prior representationsprevious and contemporaneous communications, promisesrepresentations or understandings, statementseither oral or written, arrangements, agreements, warranties and understandings between the parties with respect relating to the subject matter hereof, whether oral or written, express or implied.

Appears in 3 contracts

Samples: License Agreement (Analytical Surveys Inc), License Agreement (Xstream Systems Inc), License Agreement (Xstream Systems Inc)

Complete Agreement. This Agreement contains constitutes the full and complete understanding of entire agreement between the parties and supersedes all prior agreements, representations, promiseswarranties, statements, arrangementspromises and understandings, agreementswhether oral or written, warranties and understandings between the parties with respect to the subject matter hereof, whether and neither party hereto shall be bound by nor charged with any oral or writtenwritten agreements, express representations, warranties, statements, promises or impliedunderstandings not specifically set forth in this Agreement or the exhibits hereto.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Higher Education Funding I), Limited Liability Company Agreement (Higher Education Funding I)

Complete Agreement. This The Agreement contains constitutes the full and complete understanding of the parties Parties hereto regarding the subject matter thereof and supersedes all prior representationsor contemporaneous agreements of the Parties, promiseswhether written or oral, statements, arrangements, agreements, warranties and understandings between the parties with respect to the such subject matter hereof, whether oral or written, express or impliedmatter.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Actel Corp), Asset Purchase Agreement (Actel Corp)

Complete Agreement. This Agreement contains the full and complete understanding of the parties parties, replaces in its entirety the 2000 Agreement, and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties with respect to the subject matter hereof, whether oral or written, express or implied.

Appears in 2 contracts

Samples: Pimco Variable Insurance Trust (Allianz Life Variable Account B), Pimco Variable Insurance Trust (Allianz Life of Ny Variable Account C)

Complete Agreement. This Agreement contains the full and complete understanding of agreement between the parties Parties and supersedes all any prior representationsunderstandings, promises, statements, arrangements, agreements, warranties and understandings agreements or representations by or between the parties with respect to the subject matter hereofParties, whether oral written or written, express or impliedoral.

Appears in 2 contracts

Samples: Assignment Agreement (Texada Ventures Inc), Assignment Agreement (Texada Ventures Inc)

Complete Agreement. This Each party acknowledges that it has read and understands this Agreement contains and agrees to be bound by its terms. The parties further agree that this Agreement, including the full Exhibits hereto, is the complete and complete understanding exclusive statement of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings Agreement between the parties with respect to the its subject matter hereofmatter, whether and supersedes and merges all prior proposals, understandings and all other agreements, oral or written, express or impliedbetween the parties.

Appears in 2 contracts

Samples: License Agreement (Nexar Technologies Inc), License Agreement (Nexar Technologies Inc)

Complete Agreement. This Agreement contains the full entire agreement and complete understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties with respect to the subject matter hereof, whether oral and supersedes all prior understandings, agreements, and representations written or writtenoral, express or impliedrelating to such subject matter.

Appears in 2 contracts

Samples: Advisory Services Agreement (ICO Global Communications (Holdings) LTD), Advisory Services Agreement (Clearwire Corp)

Complete Agreement. This The parties agree that this Agreement contains is the full complete and complete understanding exclusive statement of the parties agreement between the parties, which supersedes and supersedes merges all prior representationsproposals, promises, statements, arrangements, understandings and all other agreements, warranties and understandings between the parties with respect to the subject matter hereof, whether oral or written, express or impliedbetween the parties relating to the subject matter.

Appears in 2 contracts

Samples: Licence Agreement, E Marketplace End User License Agreement

Complete Agreement. This Agreement contains represents the full complete and complete entire understanding of between the parties and supersedes all parties, superceding any prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties with respect to respecting the subject matter hereofof this transaction. The parties hereto declare that there are no promises, whether representations, conditions, warranties, other agreements, expressed or implied, oral or written, express made or impliedrelied upon by either party, except those herein contained.

Appears in 2 contracts

Samples: Gas Sales Agreement (Gas Natural Inc.), Gas Sales Agreement (Energy West Inc)

Complete Agreement. This Agreement contains sets forth the full and complete entire ------------------ understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties Parties with respect to the subject matter hereofhereof and supersedes all prior letters of intent, agreements, covenants, arrangements, communications, representations or warranties, whether oral or written, express by any Party or impliedany officer, employee or representative of any Party.

Appears in 2 contracts

Samples: Employment Termination and Severance Agreement (Gse Systems Inc), Employment Termination and Severance Agreement (Gse Systems Inc)

Complete Agreement. This Except as expressly set forth in this Agreement contains or in an instrument in writing signed by the full and complete party to be bound thereby which makes specific reference to this Agreement, this Agreement sets forth the entire understanding of the parties concerning the subject matter of this Agreement and supersedes all prior representations, promises, statementscontracts, arrangements, agreementscommunications, warranties discussions, representations and understandings between the parties with respect to the subject matter hereofwarranties, whether oral or written, express or impliedbetween the parties relating to the subject matter of this Agreement.

Appears in 2 contracts

Samples: Asset Purchase Agreement (First Aid Direct Inc), Share Purchase Agreement (First Aid Direct Inc)

Complete Agreement. This Agreement contains embodies the full complete and complete entire agreement and understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties with respect to the subject matter hereof, and supersedes any and all prior promises, assurances, commitments, agreements, undertakings or representations, whether oral or oral, written, electronic or otherwise, and whether express or implied, which may relate to the subject matter hereof in any way.

Appears in 2 contracts

Samples: Restricted Stock Agreement (Source Financial, Inc.), Restricted Stock Agreement (Source Financial, Inc.)

Complete Agreement. This Agreement agreement contains the full and complete understanding of agreement between the parties and supersedes all any prior representationsunderstanding, promises, statements, arrangements, agreements, warranties and understandings agreements or representations by or between the parties with respect parties, written or oral, which may have related to the subject matter hereof, whether oral or written, express or impliedhereof in any way.

Appears in 2 contracts

Samples: Financial Management Program Agreement (Infinite Networks Corp), Financial Management Program Agreement (Infinite Networks Corp)

Complete Agreement. This Agreement contains is the full and complete understanding of between the parties Parties and supersedes all any prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties with respect to the written or oral representations or commitment concerning its subject matter hereof, whether oral or written, express or impliedmatter.

Appears in 2 contracts

Samples: Entertainment Services Agreement, Entertainment Services Agreement

Complete Agreement. This Agreement contains the full and complete entire understanding of the parties with respect to the subject matter hereof and supersedes all prior representationsagreements and understandings, promisesboth written and oral, statements, arrangements, agreements, warranties and understandings between the parties with respect to the subject matter hereof, whether oral or written, express or implied.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Telescan Inc), Stock Purchase Agreement (Telescan Inc)

Complete Agreement. This Agreement contains sets forth the full and complete understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings entire Agreement between the parties with respect regard to the subject matter hereof. All agreements, whether covenants, representations and warranties, either express or implied, oral or written, express of the parties with regard to their financial relationship, either past, present or impliedfuture, commencing as of the date they began living together and terminating if and when they separate, are contained in this Agreement.

Appears in 2 contracts

Samples: Nonmarital Cohabitation Agreement, Nonmarital Cohabitation Agreement

Complete Agreement. This Agreement contains constitutes the full and complete understanding of entire agreement between the parties Parties hereto and supersedes all prior agreements, representations, warranties, statements, promises, statementsinformation, arrangements, agreements, warranties arrangements and understandings between the parties with respect to the subject matter hereofunderstandings, whether oral or written, express or implied, with respect to the subject matter hereof.

Appears in 2 contracts

Samples: Proxy and Voting Agreement (COR Securities Holdings Inc.), Proxy and Voting Agreement (COR Securities Holdings Inc.)

Complete Agreement. This Agreement contains represents the full complete and complete entire understanding of the parties parties, and supersedes all prior agreements, representations, promisesand understandings, statementsexpress or implied, arrangements, agreements, warranties and understandings between the parties with respect to concerning the subject matter hereof, whether oral or written, express or impliedincluding the Executive Agreement. This Agreement may only be amended in writing signed by the parties.

Appears in 2 contracts

Samples: Separation Agreement (Dana Holding Corp), Separation Agreement (Dana Holding Corp)

Complete Agreement. This Agreement contains represents the full complete and complete entire understanding of the parties parties, and supersedes all prior agreements, representations, promisesand understandings, statementsexpress or implied, arrangements, agreements, warranties and understandings between the parties with respect to concerning the subject matter hereof, whether oral or written, express or implied. This Agreement may only be amended in writing signed by the parties.

Appears in 2 contracts

Samples: Separation Agreement and General Release (Dana Holding Corp), Separation Agreement (Dana Corp)

Complete Agreement. This Agreement contains constitutes the full and complete understanding of entire agreement between the parties hereto and supersedes all prior agreements, representations, warranties, statements, promises, statementsinformation, arrangements, agreements, warranties arrangements and understandings between the parties with respect to the subject matter hereofunderstandings, whether oral or written, express or implied, with respect to the subject matter hereof.

Appears in 2 contracts

Samples: Proxy and Voting Agreement (Grand Canyon Education, Inc.), Proxy and Voting Agreement (Grand Canyon Education, Inc.)

Complete Agreement. This Agreement contains the full and complete understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties with With respect to the subject matter hereofof this Agreement, this Agreement (a) contains the entire agreement of the Parties, (b) supersedes all prior and contemporaneous offers, negotiations, agreements, or understandings, whether oral or written, between the Parties, and (c) precludes any claim by either Party of express or impliedimplied promises or understandings between the Parties other than as stated in this Agreement.

Appears in 2 contracts

Samples: Mutual Nondisclosure Agreement, Mutual Nondisclosure Agreement

Complete Agreement. This Agreement contains constitutes the full entire and complete understanding of the parties final agreement and supersedes all prior and contemporaneous agreements, representations, promises, statements, arrangements, agreements, warranties and understandings between of the parties parties, whether oral, written or implied with respect to the subject matter hereof, whether oral or written, express or implied. The inclusion of this provision has been a material inducement for each of the parties to enter into this Agreement. 17.

Appears in 2 contracts

Samples: Consulting Agreement (EliteSoft Global Inc.), Engagement Agreement Consulting Services (CAT9 Group Inc.)

Complete Agreement. This Agreement contains the full entire agreement and complete understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties Parties with respect to the subject matter hereof, whether and supersedes all prior oral or writtenwritten understandings, express agreements, promises or impliedother undertakings between the Parties.

Appears in 2 contracts

Samples: School Mitigation Agreement, Comprehensive School Mitigation Agreement

Complete Agreement. This Agreement contains sets forth the full and complete entire understanding of the parties hereto concerning the subject matter hereof, including the agreements referenced herein, and supersedes all prior representations, promises, statementscontracts, arrangements, agreementscommunications, warranties discussions, representations and understandings between the parties with respect to the subject matter hereofwarranties, whether oral or written, express or impliedamong the parties relating to the subject matter of this Agreement.

Appears in 1 contract

Samples: Stock Pledge and Security Agreement (Eckler Industries Inc)

Complete Agreement. This Agreement contains sets forth the full and complete entire understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties hereto with respect to the subject matter hereofhereof and, effective the Effective Date, supersedes all prior letters of intent, agreements, covenants, arrangements, communications, representations, or warranties, whether oral or written, express by an officer, employee, or impliedrepresentative of any party relating thereto.

Appears in 1 contract

Samples: Distributorship Agreement (Durodyne, Inc.)

Complete Agreement. This Agreement contains constitutes the full and complete understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between ------------------ agreement among the parties with respect to the subject matter hereofhereof and thereof and supersede all prior agreements, whether commitments, understandings or inducements (oral or written, express expressed or implied) relating to a financing of substantially similar form, purpose or effect.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Ramsay Health Care Inc)

Complete Agreement. This Agreement contains sets forth the full and complete entire understanding of the parties hereto and supersedes all prior representationsagreements, promises, statementscovenants, arrangements, agreementscommunications, warranties representations and understandings between the parties with respect to the subject matter hereofwarranties, whether oral or written, express by any officer, director, or impliedrepresentative of either party.

Appears in 1 contract

Samples: Investment Advisory Agreement (Naic Growth Fund Inc)

Complete Agreement. This Agreement contains sets forth the full and complete entire understanding of the parties hereto with respect to the matters provided herein and supersedes all prior representationsagreements, promises, statementscovenants, arrangements, agreementscommunications, warranties and understandings between the parties with respect to the subject matter hereofrepresentations or warranties, whether oral or written, express by any of the parties or impliedby any officer, employee or representative of any party.

Appears in 1 contract

Samples: Consulting Agreement (Web4boats Com Inc)

Complete Agreement. This Agreement contains the full and complete understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties with respect to the subject matter hereof, whether oral or written, express or implied. [18.] Modification ------------ This Agreement may be modified or amended, and the terms of this Agreement may be waived, only by a writing signed by each of the parties.

Appears in 1 contract

Samples: Service Agreement (Aim Investment Securities Funds Inc)

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Complete Agreement. This Agreement contains the full and complete ------------------ understanding of the parties with respect to the subject matter hereof and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between among the parties with respect to the subject matter hereof, whether oral or written, express or implied.

Appears in 1 contract

Samples: (Late Trading) (Excelsior Tax Exempt Funds Inc)

Complete Agreement. This Agreement contains sets forth the full and complete entire understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties to this Agreement with respect to the subject matter hereofhereof and supersedes all prior agreements, covenants, arrangements, communications, representations or warranties, whether oral or written, express by either party or impliedany representatives of either party.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Energy Partners LTD)

Complete Agreement. This Except as expressly set forth herein or in an instrument in writing signed by the party to be bound thereby which makes specific reference to this Agreement, this Agreement contains sets forth the full and complete entire understanding of the parties hereto concerning the subject matter hereof, and supersedes all prior representations, promises, statementscontracts, arrangements, agreementscommunications, warranties discussions, representations and understandings between the parties with respect to the subject matter hereofwarranties, whether oral or written, express or impliedamong the parties relating to the subject matter of this Agreement.

Appears in 1 contract

Samples: Stock Pledge and Security Agreement (Galaxy Foods Co)

Complete Agreement. This Agreement contains constitutes the full parties' entire agreement with respect to the subject matter hereof and complete understanding of the parties and supersedes supersede all prior agreements, representations, promiseswarranties, statements, arrangementspromises and understandings, agreementswhether oral or written, warranties and understandings between the parties with respect to the subject matter hereof, whether oral or written, express or implied.

Appears in 1 contract

Samples: Restricted Stock Agreement (Williams Sonoma Inc)

Complete Agreement. This Agreement contains constitutes the full complete ------------------ agreement and complete understanding of each of the parties Secured Parties, and supersedes all prior representationsor contemporaneous oral and written negotiations, promisesagreements and understandings, statementsexpress or implied, arrangements, agreements, warranties and understandings between the parties with respect to the subject matter hereof, whether oral or written, express or implied.

Appears in 1 contract

Samples: Intercreditor Agreement (Unwired Telecom Corp)

Complete Agreement. This Agreement contains the full and complete understanding of the parties regarding this Agreement’s subject matter and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties with respect to the subject matter hereof, whether oral or written, express or implied.

Appears in 1 contract

Samples: Service Agreement (GMO Series Trust)

Complete Agreement. This Agreement contains sets forth the full and complete entire understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties hereto with respect to the subject matter hereofhereof and supersedes all prior letters of intent, agreements, covenants, arrangements, communications, representations, or warranties, whether oral or written, express by any officer, employee, or impliedrepresentative of any party relating thereto.

Appears in 1 contract

Samples: Japan Distributorship Agreement (Argo Tech Corp)

Complete Agreement. This Agreement contains sets forth the full and complete entire understanding ------------------- of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties Parties hereto with respect to the subject matter hereofhereof and supercedes all prior letters of intent, agreements, covenants, arrangements, communications, representations, or warranties, whether oral or written, express by any officer, employee, or impliedrepresentative of either Party relating thereto.

Appears in 1 contract

Samples: Partner Agreement (Locateplus Holdings Corp)

Complete Agreement. This Except as expressly provided herein, this Agreement contains constitutes the full entire and complete understanding of exclusive agreement between the parties and supersedes any and all prior representationsor contemporaneous agreements, promises, statementsrepresentations, arrangements, agreements, warranties and negotiations or understandings between of the parties with respect to the subject matter hereofparties, whether oral written or written, express or impliedoral.

Appears in 1 contract

Samples: Confidential Separation and Release Agreement (Jda Software Group Inc)

Complete Agreement. The Parties acknowledge that each has read this Agreement, understands it and agrees to be bound by its terms. This Agreement contains constitutes the full complete and complete understanding exclusive written expression of the parties terms of the agreement between the Parties and supersedes all prior or contemporaneous proposals, understandings, representations, promisesconditions, statementswarranties, arrangements, agreements, warranties covenants and understandings all other communications between the parties with respect Parties relating to the subject matter hereofof this Agreement, whether oral or written, express or implied. This Agreement may be amended only by a written amendment duly executed by the authorized representatives of both Parties.

Appears in 1 contract

Samples: How License Agreement

Complete Agreement. This Agreement contains the full and complete understanding of the parties and supersedes Agreement, including its Exhibits, supersede all prior representations, promises, statements, arrangements, agreements, warranties and contemporaneous agreements and understandings between the parties parties, both oral and written, with respect to the its subject matter hereofand constitutes the complete agreement and understanding between the parties, whether oral or written, express or impliedunless modified in writing and signed by both parties.

Appears in 1 contract

Samples: Consulting Services Agreement (Cytori Therapeutics, Inc.)

Complete Agreement. This Agreement contains the full complete agreement between the Parties on the matters to which they relate and complete understanding of the parties and supersedes supersede all prior representationscommitments, promises, statements, arrangements, agreements, warranties agreements and understandings between the parties with respect to the subject matter hereofunderstandings, whether oral written or writtenoral, express or impliedon those matters.

Appears in 1 contract

Samples: Syndicated Loan Agreement (Galaxy Dream Corp)

Complete Agreement. This Agreement contains the full and complete understanding of the parties Parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties warranties, and understandings between the parties Parties with respect to the subject matter hereof, hereto whether oral or written, express or implied.

Appears in 1 contract

Samples: Processing Agreement (Firstar Funds Inc)

Complete Agreement. This Agreement contains sets forth the full and complete entire understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties Parties hereto with respect to the subject matter hereofhereof and supercedes all prior letters of intent, agreements, covenants, arrangements, communications, representations, or warranties, whether oral or written, express by any officer, employee, or impliedrepresentative of either Party relating thereto.

Appears in 1 contract

Samples: Partner Agreement (Locateplus Holdings Corp)

Complete Agreement. This Agreement contains the full and complete ------------------ understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties with respect to the subject matter hereof, whether oral or written, express or implied.

Appears in 1 contract

Samples: Services Agreement (One Group Mutual Funds)

Complete Agreement. This Agreement contains constitutes and embodies the full and complete understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties hereto with respect to the subject matter hereofhereof and supersedes all prior understandings, whether oral or written, express or impliedin writing.

Appears in 1 contract

Samples: Management Agreement (Ilx Inc/Az/)

Complete Agreement. This Agreement contains constitutes and represents the full and complete understanding of the parties and entire agreement. It supersedes all prior and contemporaneous agreements, negotiations, representations, promiseswarranties, statements, arrangements, agreements, warranties and understandings between of the parties with respect to the subject matter hereofParties, whether oral or written, express with regard to the subject matter set forth herein. There are no representations, warranties, understandings or impliedagreements other than those expressly set forth in this Agreement.

Appears in 1 contract

Samples: Confidential Settlement Agreement and General Release

Complete Agreement. This Agreement contains constitutes the full complete and complete entire agreement and understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties Parties with respect to the subject matter hereof, and supersedes in its entirety any and all prior understandings, commitments, obligations and/or agreements, whether oral written or writtenoral, express or impliedwith respect thereto, except as expressly provided herein.

Appears in 1 contract

Samples: Separation and General Release Agreement (Protective Insurance Corp)

Complete Agreement. This Agreement contains constitutes the full and complete understanding of entire agreement -------------------- between the parties and supersedes all prior agreements, representations, promiseswarranties, statements, arrangementspromises and understanding, agreementswhether oral or written, warranties and understandings between the parties with respect to the subject matter hereof, whether oral or written, express or implied.

Appears in 1 contract

Samples: Loan Agreement (Trimedia Entertainment Group Inc)

Complete Agreement. This Agreement contains embodies all of the full representations, warranties and complete understanding agreements of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties oral and understandings between the parties with respect to the subject matter hereof, whether oral or written, express or impliedwritten proposals and communications.

Appears in 1 contract

Samples: Operating Agreement (Peninsula Gaming Corp)

Complete Agreement. This Agreement contains agreement constitutes the full entire agreement and complete understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties with respect to the subject matter hereof, and all previous representations, terms or agreements, whether oral written or writtenoral, express or impliedbetween the parties regarding the subject matter hereof are superseded hereby.

Appears in 1 contract

Samples: www.occompt.com

Complete Agreement. This Agreement contains constitutes the full and complete entire understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties Parties with respect to the subject matter hereofof this Agreement. It supersedes any and all prior or contemporaneous discussions, representations, agreements, or understandings of the Parties with respect thereto, whether oral written or written, express or impliedoral.

Appears in 1 contract

Samples: Settlement Agreement and Release (Textmunication Holdings, Inc.)

Complete Agreement. This Agreement contains the full and complete understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties warranties, and understandings between the parties with respect to the subject matter hereof, whether oral or written, express or implied.

Appears in 1 contract

Samples: Daily Valuation Service Agreement (Firstar Funds Inc)

Complete Agreement. This Agreement contains sets forth the full and complete entire ------------------ understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties hereto with respect to the subject matter hereofhereof and supersedes all prior letters of intent, agreements, covenants, arrangements, communications, representations, or warranties, whether oral or written, express by any officer, employee, or impliedrepresentative of either party relating thereto.

Appears in 1 contract

Samples: Master Purchase and Licensing Agreement (Corsair Communications Inc)

Complete Agreement. This Agreement contains represents the full and complete entire understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties with respect to the its subject matter hereofmatter, and supersedes any other prior or contemporaneous agreements or understandings, whether oral written or writtenoral, express or implied.concerning Confidential Information. This Agreement may only be changed by the mutual agreement of authorized representatives of the parties in writing. (h)

Appears in 1 contract

Samples: ivy.ai Service Agreement

Complete Agreement. This Agreement contains embodies the full and complete entire understanding of the parties and supersedes all prior representationsprevious communications, promisesrepresentations or understandings, statementseither oral or written, arrangements, agreements, warranties and understandings between the parties with respect relating to the subject matter hereof, whether oral or written, express or impliedthereof.

Appears in 1 contract

Samples: Patent License Agreement (Sintx Technologies, Inc.)

Complete Agreement. This Agreement contains the full and complete understanding of the parties and supersedes all prior representationsrepresentatives, promises, statements, arrangements, agreements, warranties and understandings between the parties with respect to the subject matter hereof, whether oral or written, express or implied.

Appears in 1 contract

Samples: Processing Agreement (Bb&t Funds /)

Complete Agreement. This The parties hereto acknowledge that each has read this Agreement, understands it and agrees to be bound by its terms. The parties agree that this Agreement contains is the full and complete understanding of agreement between the parties on the subject matter and supersedes all prior proposals (oral or written), understandings, representations, promisesconditions, statementswarranties, arrangements, agreements, warranties covenants and understandings other communications between the parties with respect relating to the same subject matter hereof, whether oral or written, express or impliedmatter.

Appears in 1 contract

Samples: Master Services Agreement (Celldex Therapeutics, Inc.)

Complete Agreement. This Agreement contains the full and complete entire understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties with respect to the subject matter hereof, whether oral matters contemplated hereby and supersedes all prior arrangements or written, express or impliedunderstandings with respect thereto.

Appears in 1 contract

Samples: Form of Call Option Agreement (Madison River Communications Corp.)

Complete Agreement. This The parties agree that this Agreement contains (including the full Order Form and all Appendices thereto) is the complete understanding and exclusive statement of the parties agreement between the parties, which supersedes and supersedes merges all prior representationsproposals, promises, statements, arrangements, understandings and all other agreements, warranties and understandings oral or written, between the parties with respect parties, and any future terms and conditions exchanged by the parties, including those included on Licensee’s purchase orders, relating to the subject matter hereof, whether oral or written, express or impliedof this Agreement.

Appears in 1 contract

Samples: Panopto Software License and Services Agreement

Complete Agreement. This Agreement contains sets forth the full and complete entire understanding of the parties hereto with respect to the lease of the Channels and supersedes all prior representationsagreements, promises, statementscovenants, arrangements, agreementscommunications, warranties and understandings between the parties with respect to the subject matter hereofrepresentations or warranties, whether oral or written, express by any party (or impliedany officer, employee or representative of any party) relating thereto.

Appears in 1 contract

Samples: Pledge Agreement (Pathnet Inc)

Complete Agreement. This Agreement contains the full and complete understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties with respect to the subject matter hereof, whether oral or written, express or implied. 17.

Appears in 1 contract

Samples: ) Service Agreement (Variable Annuity Acct C of Ing Life Insurance & Annuity Co)

Complete Agreement. This Agreement contains sets forth the full and complete entire understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties Parties to this Agreement with respect to the subject matter hereofhereof and supersedes all prior letters of intent, agreements, covenants, arrangements, communications, representations or warranties, whether oral or written, express by any officer, employee, or impliedrepresentative of either Party relating thereto.

Appears in 1 contract

Samples: Business Transfer Agreement (Satyam Infoway LTD)

Complete Agreement. This Agreement contains constitutes the full and complete entire understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties hereto with respect to the subject matter hereofherein and supersedes all prior understandings and agreements, whether oral written or writtenoral, express or impliedwith respect to the same subject matter.

Appears in 1 contract

Samples: Portal Access and User Agreement

Complete Agreement. This Agreement contains the full and ------------------ complete understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties with respect to the subject matter hereof, whether oral or written, express or implied.

Appears in 1 contract

Samples: Trust Services Agreement (Variable Account B American Intl Life Assur Co of New York)

Complete Agreement. This Agreement contains constitutes the full entire agreement and complete understanding of the parties and supersedes all prior representations, promises, statements, arrangements, agreements, warranties and understandings between the parties with respect THE PARTIES relating to the subject matter hereof, and supersedes all prior letters of intention, proposals, agreements, reports, negotiations, mail, engagements and communications, whether oral written or writtenoral, express or impliedheld at an earlier date between them.

Appears in 1 contract

Samples: Tara Gold Resources Corp.

Complete Agreement. This Agreement contains sets forth the full and complete entire understanding of the parties Parties hereto and supersedes all prior representationsagreements, promises, statementscovenants, arrangements, agreementscommunications, warranties and understandings between the parties with respect to the subject matter hereofrepresentations, or warranties, whether oral or written, express by any party (or impliedany officer, employee, or representative of any Party).

Appears in 1 contract

Samples: Assignment and Assumption Agreement (Media Entertainment Inc)

Complete Agreement. This Agreement contains constitutes the full and complete understanding of the parties parties, a complete allocation of risks between them and supersedes all prior representations, promises, statements, arrangements, agreements, warranties a complete and understandings between exclusive statement of the parties with respect terms and conditions of their agreement relating to the subject matter hereof, whether oral or written, express or implied.

Appears in 1 contract

Samples: Alcide Corp

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