Common use of Entire Agreement and Waiver Clause in Contracts

Entire Agreement and Waiver. This Agreement constitutes the entire agreement between the parties hereto, and supersedes all prior and contemporaneous agreements, arrangements, negotiations, and understandings between the parties hereto relating to the subject matter hereof. There are no other understandings, statements, promises or inducements, oral or otherwise, contrary to the terms of this Agreement. No representations, warranties, covenants, or conditions, express or implied, whether by statute or otherwise, other than as set forth herein have been made by any party hereto. No waiver of any term, provision, or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other provision hereof, whether or not similar, nor shall any such waiver constitute a continuing waiver, and no waiver shall be binding unless executed by the party making such waiver.

Appears in 6 contracts

Samples: Settlement Agreement (Divot Golf Corp), Consulting Services Agreement (Walker International Industries Inc), Consulting Services Agreement (BSP Onelink Inc)

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Entire Agreement and Waiver. This Agreement constitutes contains the entire agreement Agreement between the parties hereto, and supersedes all prior and contemporaneous agreements, arrangements, negotiations, negotiations and understandings between the parties hereto relating to the subject matter hereof. There are no other understandings, statements, promises or inducements, oral or otherwise, contrary to the terms of this Agreement. No There are no representations, warranties, covenants, covenants or conditions, express or implied, whether by statute or otherwise, other than as set forth herein have been made by any party hereto. No supplement, modification or termination of any term or condition shall be binding unless executed in writing by the parties to be bound thereby. No waiver of any term, provision, provision or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, be or shall constitute, a waiver of any other provision hereof, whether or not similar, nor shall any such waiver constitute a continuing waiver, and no waiver shall be binding unless executed in writing by the party making such the waiver.

Appears in 5 contracts

Samples: License and Joint Venture Agreement (Trans Max Technologies Inc), Joint Venture Agreement (Aero Marine Engine Inc), Joint Venture Agreement (Trans Max Technologies Inc)

Entire Agreement and Waiver. This Agreement constitutes contains the entire agreement between among the parties hereto, Parties and supersedes all prior and contemporaneous agreements, arrangements, negotiations, negotiations and understandings between among the parties hereto Parties relating to the subject matter hereof. There are no other agreements, understandings, statements, promises or inducements, oral or otherwise, contrary to the terms of this Agreement. No representations, warranties, covenants, covenants or conditions, express or implied, whether by statute or otherwise, other than as set forth herein herein, have been made by any party heretoParty or any Party’s affiliates or its or their advisors. No waiver of any term, provision, or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other provision hereof, whether or not similar, nor shall any such waiver constitute a continuing waiver, and no waiver shall be binding unless executed in writing by the party Party making such the waiver.

Appears in 3 contracts

Samples: Repurchase Agreement (Select Interior Concepts, Inc.), Membership Interest Purchase Agreement (Select Interior Concepts, Inc.), Contribution and Exchange Agreement (Select Interior Concepts, Inc.)

Entire Agreement and Waiver. This Agreement constitutes contains the entire agreement between the parties hereto, hereto related to the subject matter hereof and supersedes all prior and contemporaneous agreements, arrangements, negotiations, negotiations and understandings between the parties hereto relating to the subject matter hereofthereto. There are no other agreements, understandings, statements, promises or inducements, oral or otherwise, contrary to the terms of this Agreement. No representations, warranties, covenants, covenants or conditions, express or implied, whether by statute or otherwise, other than as set forth herein herein, have been made by any party hereto. No waiver of any term, provision, provision or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, be or shall constitute, constitute a waiver of any other provision hereof, whether or not similar, nor shall any such waiver constitute a continuing waiver, and no waiver shall be binding unless executed in writing by the party making such the waiver.

Appears in 2 contracts

Samples: Stock Option Agreement (Travelzoo Inc), Stock Option Agreement (Travelzoo Inc)

Entire Agreement and Waiver. This Agreement constitutes AGREEMENT contains the entire agreement between the parties hereto, hereto and supersedes all prior and contemporaneous agreements, arrangements, negotiations, negotiations and understandings between the parties hereto hereto, relating to the subject matter hereof. There are no other understandings, statements, promises or inducements, oral or otherwise, contrary to the terms of this AgreementAGREEMENT. No representationssupplement, warranties, covenantsmodification, or conditionsamendment of any term, express provision or implied, whether condition of this AGREEMENT shall be binding unless executed in writing by statute or otherwise, other than as set forth herein have been made by any party heretoall parties. No waiver of any term, provision, or condition of this Agreement, AGREEMENT whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other provision hereof, whether or not similar, nor shall any such waiver constitute a continuing waiver, and no waiver shall be binding unless executed in writing by the party making such the waiver.

Appears in 2 contracts

Samples: Stock Sale Agreement (Us Transportation Systems Inc), Consulting Agreement (Us Transportation Systems Inc)

Entire Agreement and Waiver. This Agreement constitutes contains the entire --------------------------- agreement between the parties hereto, hereto and supersedes all prior and contemporaneous agreements, arrangements, negotiations, negotiations and understandings between the parties hereto hereto, relating to the subject matter hereof. There are no other agreements, understandings, statements, promises or inducements, oral or otherwise, contrary to the terms of this Agreement. No representations, warranties, covenants, covenants or conditions, express or implied, whether by statute or otherwise, other than as set forth herein herein, have been made by any party hereto. No waiver of any term, provision, or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other provision hereof, whether or not similar, nor shall any such waiver constitute a continuing waiver, and no waiver shall be binding unless executed in writing by the party making such the waiver.

Appears in 2 contracts

Samples: Distribution Agreement (Nexell Therapeutics Inc), Co Development Agreement (Nexell Therapeutics Inc)

Entire Agreement and Waiver. This Agreement constitutes contains the entire agreement Agreement between the parties Parties hereto, and supersedes all prior and contemporaneous agreements, arrangements, negotiations, negotiations and understandings between the parties hereto Parties relating to the subject matter hereof. There are no not other understandings, statements, promises or inducements, oral or otherwise, contrary to the terms of this Agreement. No There are no representations, warranties, covenants, covenants or conditions, express expressed or implied, whether by statute or otherwise, other than as set forth herein have been made by any party hereto. No supplement, modification or termination of any term or condition shall be binding unless executed in writing by the Parties to be bound thereby. No waiver of any term, provision, provision or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, be or shall constitute, a waiver of any other provision hereof, whether or not similar, nor shall any such waiver constitute a continuing waiver, and no waiver shall be binding unless executed in writing by the party Party making such the waiver.

Appears in 2 contracts

Samples: Exclusive Purchase Agreement (Trans Max Technologies Inc), Exclusive Purchase Agreement (Aero Marine Engine Inc)

Entire Agreement and Waiver. This Agreement constitutes contains the entire agreement between the parties hereto, hereto and supersedes all prior and contemporaneous agreements, arrangements, negotiations, negotiations and understandings between the parties hereto hereto, relating to the subject matter hereof. There are no other understandings, statements, promises or inducements, oral or otherwise, contrary to the terms of this Agreement. No representations, warranties, covenants, covenants or conditions, express or implied, whether by statute or otherwise, other than as set forth herein herein, have been made by any party hereto. No waiver of any term, provision, or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other provision hereof, whether or not similar, nor shall any such waiver constitute a continuing waiver, and no waiver shall be binding unless executed in writing by the party making such the waiver.

Appears in 2 contracts

Samples: License, Development and Distribution Agreement (Vyteris Holdings, Inc.), License, Development and Distribution Agreement (Treasure Mountain Holdings Inc)

Entire Agreement and Waiver. This Agreement constitutes contains the entire agreement Agreement between the parties hereto, and supersedes all prior and contemporaneous agreements, arrangements, negotiations, negotiations and understandings between the parties hereto relating to the subject matter hereof. There are no other understandings, statements, promises or inducements, oral or otherwise, contrary to the terms of this Agreement. No There are no representations, warranties, covenants, covenants or conditions, express or implied, whether by statute or otherwise, other than as set forth herein have been made by any party hereto. No supplement, modification or termination of any term or condition shall be binding unless executed in writing by the parties to be bound thereby. No waiver of any term, provision, provision or condition of this Agreement, whether by conduct or otherwise, in any one or more instancesinstance, shall be deemed to be, be or shall constitute, a waiver of any other provision hereof, whether or not similar, nor shall any such waiver constitute a continuing waiver, and no waiver shall be binding unless executed in writing by the party making such the waiver.

Appears in 1 contract

Samples: Joint Venture Agreement (Trans Max Technologies Inc)

Entire Agreement and Waiver. This Agreement constitutes contains the entire agreement between the parties hereto, Parties and supersedes all prior and contemporaneous agreements, arrangements, negotiations, negotiations and understandings between the parties hereto Parties relating to the subject matter hereof. There are no other agreements, understandings, statements, promises or inducements, oral or otherwise, contrary to the terms of this Agreement. No representations, warranties, covenants, covenants or conditions, express or implied, whether by statute or otherwise, other than as set forth herein have been made by any party heretoeither Party. No waiver of any term, provision, or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other provision hereof, whether or not similar, nor shall any such waiver constitute a continuing waiver, and no waiver shall be binding unless executed in writing by the party Party making such the waiver.

Appears in 1 contract

Samples: Contribution Agreement (Select Interior Concepts, Inc.)

Entire Agreement and Waiver. This Agreement constitutes contains the entire agreement between among the parties hereto, Parties and supersedes all prior and contemporaneous agreements, arrangements, negotiations, negotiations and understandings between among the parties hereto Parties relating to the subject matter hereof. There are no other agreements, understandings, statements, promises or inducements, oral or otherwise, contrary to the terms of this Agreement. No representations, warrantieswarranties , covenants, covenants or conditions, express or implied, whether by statute or otherwise, other than as set forth herein herein, have been made by any party Party hereto. No waiver of any term, provision, or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other provision hereof, whether or not similar, nor shall any such waiver constitute a continuing waiver, and no waiver shall be binding unless executed in writing by the party Party making such the waiver.

Appears in 1 contract

Samples: Contribution and Exchange Agreement (Corporate Universe Inc)

Entire Agreement and Waiver. This Agreement constitutes contains the entire agreement between the parties hereto, hereto and supersedes all prior and contemporaneous agreementsagreement, arrangements, negotiations, and understandings understanding between the parties hereto hereto, relating to the subject matter hereof. There are no other understandings, statements, promises or inducements, oral or otherwise, contrary to the terms of this Agreement. No representations, warranties, covenants, covenants or conditions, express or implied, whether by statute or otherwise, other than as set forth herein have been made by any party hereto. No waiver of any term, provision, or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver wavier of any other provision hereof, whether or not similar, nor shall any such waiver constitute a continuing waiver, and no waiver shall be binding unless in writing and executed by the party making such waiverparties.

Appears in 1 contract

Samples: Asset Acquisition Agreement (Tenera Inc)

Entire Agreement and Waiver. This Agreement constitutes contains the entire agreement between the parties hereto, hereto concerning the subject matter hereof and supersedes all prior and contemporaneous agreements, arrangements, negotiations, negotiations and understandings between the parties hereto relating to the subject matter hereof. There are no other understandings, statements, promises or inducements, oral or otherwise, otherwise contrary to the terms of this Agreement. No representations, warranties, covenants, covenants or conditions, express or implied, whether by statute or otherwise, other than as set forth herein herein, have been made by any party hereto. No waiver of any term, provision, provision or condition of this Agreement, Agreement whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other provision hereof, whether or not similar, nor shall any such waiver constitute a continuing waiver, and no waiver shall be binding unless executed in writing by the party making such the waiver.

Appears in 1 contract

Samples: Marketing Services Agreement (Praxsyn Corp)

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Entire Agreement and Waiver. This Agreement constitutes and the Escrow Agreement contain the entire agreement between among the parties hereto, Parties and supersedes supersede all prior and contemporaneous agreements, arrangements, negotiations, negotiations and understandings between among the parties hereto Parties relating to the subject matter hereof. There are no other agreements, understandings, statements, promises or inducements, oral or otherwise, contrary to the terms of this Agreement. No representations, warranties, covenants, covenants or conditions, express or implied, whether by statute or otherwise, other than as set forth herein herein, have been made by any party heretoParty or any Party’s affiliates or its or their advisors. No waiver of any term, provision, or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other provision hereof, whether or not similar, nor shall any such waiver constitute a continuing waiver, and no waiver shall be binding unless executed in writing by the party Party making such the waiver.

Appears in 1 contract

Samples: Repurchase Agreement (Select Interior Concepts, Inc.)

Entire Agreement and Waiver. This Agreement constitutes contains the entire agreement between the parties hereto, hereto concerning the subject matter hereof and supersedes all prior and contemporaneous agreements, arrangements, negotiations, negotiations and understandings between the parties hereto relating to the subject matter hereof. There are no other understandings, statements, promises or inducements, oral or otherwise, contrary to the terms of this Agreement. No representations, warranties, covenants, covenants or conditions, express or implied, whether by statute or otherwise, other than as set forth herein herein, have been made by any party hereto. No waiver of any term, provision, provision or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other provision hereof, whether or not similar, nor shall any such waiver constitute a continuing waiver, and no waiver shall be binding unless executed in writing by the party making such the waiver.

Appears in 1 contract

Samples: Consulting Agreement (CHINA PROSPEROUS CLEAN ENERGY Corp)

Entire Agreement and Waiver. This Agreement constitutes and Exhibits A, B, and D attached hereto and incorporated herein by this reference thereto, contain the entire agreement between the parties hereto, hereto and supersedes supersede all prior and contemporaneous agreements, arrangements, negotiations, negotiations and understandings between the parties hereto hereto, relating to the subject matter hereof. There are no other understandings, statements, promises or inducements, oral or otherwise, contrary to the terms of this Agreement. No representations, warranties, covenants, covenants or conditions, express or implied, whether by statute or otherwise, other than as set forth herein herein, have been made by any party hereto. No waiver of any term, provision, provision or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other provision hereof, whether or not similar, nor not shall any such waiver constitute a continuing waiver, and no waiver shall be binding unless executed in writing by the party making such the waiver.

Appears in 1 contract

Samples: Stock Purchase Agreement (iDcentrix, Inc.)

Entire Agreement and Waiver. This Agreement constitutes contains the entire agreement between the parties hereto, Parties and supersedes all prior and contemporaneous agreements, arrangements, negotiations, negotiations and understandings between the parties hereto Parties relating to the subject matter hereofof this Agreement. There are no other understandings, statements, promises or inducements, oral or otherwise, contrary to the terms of this Agreement. No representations, warranties, covenants, covenants or conditions, express or implied, whether by statute or otherwise, other than as set forth herein herein, have been made by any party hereto. No waiver of any term, provision, or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other provision hereof, whether or not similar, nor shall any such waiver constitute a continuing waiver, and no waiver shall be binding unless executed in writing by the party making such waiverParty against whom the waiver is sought to be enforced.

Appears in 1 contract

Samples: Independent Contractor Consulting Agreement (Suntrust Banks Inc)

Entire Agreement and Waiver. This Agreement constitutes contains the entire agreement between among the parties hereto, Parties and supersedes all prior and contemporaneous agreements, arrangements, negotiations, negotiations and understandings between among the parties hereto Parties relating to the subject matter hereof. There are no other agreements, understandings, statements, promises or inducements, oral or otherwise, contrary to the terms of this Agreement. No representations, warranties, covenants, covenants or conditions, express or implied, whether by statute or otherwise, other than as set forth herein herein, have been made by any party Party hereto. No waiver of any term, provision, or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other provision hereof, whether or not similar, nor shall any such waiver constitute a continuing waiver, and no waiver shall be binding unless executed in writing by the party Party making such the waiver.

Appears in 1 contract

Samples: Contribution and Exchange Agreement (Xfit Brands, Inc.)

Entire Agreement and Waiver. This Agreement Agreement, together with its Exhibits, constitutes the entire agreement between the parties hereto, and supersedes supercedes all prior and contemporaneous agreements, arrangements, negotiations, and understandings between the parties hereto relating to the subject matter hereof. There are no other understandings, statements, promises or inducements, oral or otherwise, contrary to the terms of this Agreement. No representations, warranties, covenants, or conditions, express or implied, whether by statute or statue of otherwise, other than as set forth herein have been made by any party hereto. No waiver of any term, provision, or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other provision hereof, whether or not similar, nor shall any such waiver constitute a continuing waiver, and no waiver shall be binding unless executed expressly agreed in writing by the party making such waiver.

Appears in 1 contract

Samples: Consulting Services Agreement (Divot Golf Corp)

Entire Agreement and Waiver. This Agreement constitutes AGREEMENT contains the entire agreement between the parties hereto, hereto and supersedes all prior and contemporaneous agreements, arrangements, negotiations, negotiations and understandings between the parties hereto hereto, relating to the subject matter hereof. There are no other understandings, statements, promises or inducements, oral or otherwise, contrary to the terms of this AgreementAGREEMENT. No representationssupplement, warranties, covenantsmodification, or conditionsamendment of any term, express provision or implied, whether condition of this AGREEMENT shall be binding unless executed in writing by statute or otherwise, other than as set forth herein have been made by any party heretoall parties. No waiver of any term, provision, or condition of this Agreement, AGREEMENT whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other provision hereof, whether or not similar, nor shall any such waiver constitute a continuing waiver, and no waiver shall be binding unless executed in writing by the party making such the waiver.. 6.2

Appears in 1 contract

Samples: Exhibit 10 (Thermacell Technologies Inc)

Entire Agreement and Waiver. This Agreement constitutes contains the entire agreement between the parties hereto, its Parties and supersedes all prior and contemporaneous agreements, arrangements, negotiations, negotiations and understandings between the parties hereto such Parties, relating to the subject matter hereofof this Agreement. There are no other agreements, understandings, statements, promises or inducements, oral or otherwise, contrary to the terms of this AgreementAgreement between the Parties. No representations, warranties, covenants, covenants or conditions, express or implied, whether by statute or otherwise, other than as set forth herein in this Agreement, have been made by any party heretoParty to this Agreement. No waiver of any term, provision, or condition of this Agreement, whether by conduct written or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other provision hereofof this Agreement, whether or not similar, nor shall any such waiver constitute a continuing waiver, and no waiver shall be binding unless executed in writing by the party Party making such the waiver.

Appears in 1 contract

Samples: Settlement Agreement

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