Common use of Entire Agreement; Third Party Beneficiaries Clause in Contracts

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits and the Parties’ disclosure letters hereto) and the Confidentiality Agreement constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, between the Parties with respect to the subject matter hereof and thereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits documents and instruments referred to herein and the Parties’ disclosure letters heretoCompany Disclosure Letter) and the Confidentiality Agreement constitute the entire agreementagreement with respect to their collective subject matter, and supersede all prior agreements and understandings, both written and oral, between among the Parties parties with respect to the such subject matter hereof and thereofmatter.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including together with the Exhibits Non-Disclosure Agreement, the other Transaction Agreements and the Parties’ disclosure letters any other documents and instruments executed pursuant hereto) and the Confidentiality Agreement constitute constitutes the entire agreement, agreement and supersede supersedes all prior agreements and understandings, both written and oral, between among the Parties parties with respect to the subject matter hereof and thereofhereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits and the Parties’ disclosure letters schedules hereto) and the Confidentiality Agreement constitute constitutes the entire agreement, and supersede supersedes all prior agreements and understandings, both written and oral, between the Parties with respect to the subject matter hereof and thereoftransactions contemplated hereby.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (Agreement, including the Exhibits exhibits and the Parties’ disclosure letters hereto) schedules, and the Confidentiality Agreement constitute the entire agreement, agreement between the parties with respect to the subject matter of this Agreement and supersede supersedes all prior agreements and understandings, both written oral and oralwritten, between the Parties parties with respect to the subject matter hereof of this Agreement. No provision of this Agreement is intended to confer upon any person other than the parties hereto and thereofthe Estate Representative any rights or remedies hereunder.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement, together with the Merger Agreement (including together with the Exhibits Exhibits, Company Disclosure Letter, Parent Disclosure Letter and the Parties’ disclosure letters heretoother documents delivered pursuant thereto) and the Confidentiality Agreement constitute the entire agreement, agreement among the Parties with respect to the subject matter hereof and thereof and supersede all other prior agreements and understandings, both written and oral, between among the Parties or any of them with respect to the subject matter hereof and thereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits and the Parties’ disclosure letters hereto) and the Confidentiality Agreement constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, between the Parties with respect to the subject matter hereof and thereofthereof (provided that the provisions of this Agreement shall supersede any conflicting provisions of the Confidentiality Agreement).

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits Company Disclosure Letter and the Parties’ disclosure letters heretoParent Disclosure Letter) and the Confidentiality Agreement constitute the entire agreement, agreement among the Parties with respect to the subject matter hereof and thereof and supersede all other prior agreements and understandings, both written and oral, between among the Parties or any of them with respect to the subject matter hereof and thereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits Company Disclosure Letter and the Parties’ disclosure letters Exhibits hereto) and ), together with the Confidentiality Agreement Agreement, constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, between the Parties with respect to the subject matter hereof and thereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits Company Disclosure Letter, the Parent Disclosure Letter, the exhibits hereto and the Parties’ disclosure letters hereto) documents and the instruments referred to herein), the Company Confidentiality Agreement, the Parent Confidentiality Agreement and any agreements entered into contemporaneously herewith constitute the entire agreement, agreement among the Parties with respect to the subject matter hereof and thereof and supersede all other prior agreements and understandings, both written and oral, between among the Parties or any of them with respect to the subject matter hereof and thereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits and the Parties’ disclosure letters hereto) and the Confidentiality Agreement constitute (a) constitutes the entire agreement, agreement and supersede supersedes all prior agreements and understandings, both written and oral, between among the Parties parties with respect to the subject matter hereof hereof, and thereof(b) except as provided in Section 5.6, are not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including together with the Exhibits documents and the Parties’ disclosure letters hereto) instruments referred to herein and the Limited Guarantee, Commitment Letters and the Confidentiality Agreement constitute Agreement) constitutes the entire agreement, agreement and supersede supersedes all prior agreements and understandings, both written and oral, between among the Parties parties with respect to the subject matter hereof and thereofhereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits Exhibits, the Company Disclosure Letter and the Parties’ disclosure letters hereto) and Parent Disclosure Letter), the Confidentiality Agreement and the Voting Agreements (a) constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, between among the Parties parties with respect to the subject matter hereof and thereof.thereof and (b) are not intended to and do not confer upon any person other than the parties hereto any legal or equitable rights or remedies. Notwithstanding the foregoing clause (b):

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits and the Parties’ disclosure letters hereto) and the Confidentiality Agreement (a) constitute the entire agreement, agreement between the Parties with respect to the subject matter hereof and supersede all prior agreements and understandings, both written and oral, between the Parties Parties, or any of them, with respect to the subject matter hereof and thereof(b) except for the provisions of Section 4 hereof, are not intended to confer on any person other than the Parties any rights or remedies.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits and the Parties’ disclosure letters schedules hereto) and the Confidentiality Agreement constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, between the Parties with respect to the subject matter hereof and thereofhereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits and the Parties’ parties' disclosure letters hereto) and the Confidentiality Agreement constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, between among the Parties parties with respect to the subject matter hereof and thereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits documents and instruments referred to herein and the Parties’ disclosure letters heretoCompany Disclosure Letter) and the Confidentiality Agreement constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, between among the Parties parties with respect to the subject matter hereof and thereofhereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits Company Disclosure Letter, the Parent Disclosure Letter, the exhibits hereto and the Parties’ disclosure letters heretodocuments and instruments referred to herein) and the Confidentiality Agreement constitute constitutes the entire agreement, agreement and supersede all prior agreements and understandings, both written and oral, between the Parties with respect to the subject matter hereof and thereofof this Agreement.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits and Company Disclosure Letter), the Parties’ disclosure letters hereto) CVR Agreement, the Voting Agreement and the Confidentiality Agreement constitute the entire agreement, agreement among the Parties with respect to the subject matter hereof and thereof and supersede all other prior agreements and understandings, both written and oral, between among the Parties or any of them with respect to the subject matter hereof and thereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits and the Parties’ disclosure letters heretoDisclosure Letter) and the Confidentiality Agreement constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, between agreement among the Parties with respect to the subject matter hereof and thereof and supersede all other prior agreements (except that the Confidentiality Agreement shall be amended so that until the termination of this Agreement in accordance with Section 9.01 hereof, the Parties shall be permitted to take the actions contemplated by this Agreement) and understandings, both written and oral, among the Parties or any of them with respect to the subject matter hereof and thereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement and the documents and the instruments specifically referred to herein (including the Exhibits and Exhibits, the Parties’ disclosure letters hereto) Company Disclosure Letter, the Parent Disclosure Letter and the Confidentiality Agreement Agreement) constitute the entire agreement, agreement and supersede all prior agreements and understandings, both written and oral, between the Parties parties with respect to the subject matter hereof and thereof.of this Agreement. Except for

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits and the Parties’ disclosure letters hereto) and the Confidentiality Agreement constitute the entire agreement, agreement among the parties with respect to the subject matter hereof and thereof and supersede all other prior agreements (except that the Confidentiality Agreement shall be deemed amended so that until the termination of this Agreement in accordance with Section 7.1, the parties shall be permitted to take the actions contemplated by this Agreement) and understandings, both written and oral, between among the Parties parties or any of them with respect to the subject matter hereof and thereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits Company Disclosure Letter and all Exhibits, Schedules and Annexes referred to herein), the Parties’ disclosure letters hereto) Support Agreements and the Confidentiality Agreement constitute the entire agreement, agreement among the Parties with respect to the subject matter hereof and thereof and supersede all other prior agreements and understandings, both written and oral, between among the Parties or any of them with respect to the subject matter hereof and thereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits exhibits and the Partiesparties’ disclosure letters schedules hereto) and the Confidentiality Agreement constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, between among the Parties parties with respect to the subject matter hereof and thereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including together with the Exhibits Confidentiality Agreement, the other Transaction Agreements and the Parties’ disclosure letters any other documents and instruments executed pursuant hereto) and the Confidentiality Agreement constitute 71 constitutes the entire agreement, agreement and supersede supersedes all prior agreements and understandings, both written and oral, between among the Parties parties with respect to the subject matter hereof and thereofhereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits and the Parties’ disclosure letters hereto) and the Confidentiality Agreement constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, between the Parties with respect to the subject matter hereof and thereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits Buyer Disclosure Letter and the Parties’ disclosure letters heretoSeller Disclosure Letter) and the Confidentiality Agreement constitute the entire agreement, agreement among the Parties with respect to the subject matter hereof and thereof and supersede all other prior agreements and understandings, both written and oral, between among the Parties or any of them with respect to the subject matter hereof and thereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits and the Partiesparties’ disclosure letters hereto) and the Confidentiality Agreement constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, between among the Parties parties with respect to the subject matter hereof and thereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits and the Parties’ disclosure letters schedules hereto) ), the Voting Agreement, the Non-compete Agreements, the Specified Agreements and the Confidentiality Agreement constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, between the Parties with respect to the subject matter hereof and thereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (together with any Exhibits, Annexes, and including the Exhibits Company Disclosure Letter), the Confidentiality Agreement, and the Parties’ disclosure letters hereto) and the Confidentiality Agreement Commitment Letters constitute the entire agreement, agreement and supersede all prior agreements and understandings, both written and oral, between understanding of the Parties with respect to the Transactions and supersede all prior agreements, arrangements, and understandings relating to the subject matter hereof and thereofhereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits Company Disclosure Letter, the Parent Disclosure Letter and the Parties’ disclosure letters Exhibits hereto) and the Confidentiality Agreement constitute constitutes the entire agreement, and supersede all prior agreements and understandings, both written and oral, between the Parties with respect to the subject matter hereof and thereof.

Entire Agreement; Third Party Beneficiaries. (a) i.This Agreement (including together with the Exhibits Confidentiality Agreement, the other Transaction Agreements and the Parties’ disclosure letters any other documents and instruments executed pursuant hereto) and the Confidentiality Agreement constitute constitutes the entire agreement, agreement and supersede supersedes all prior agreements and understandings, both written and oral, between among the Parties parties with respect to the subject matter hereof and thereofhereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (together with any Exhibits, Annexes, and including the Exhibits and the Parties’ disclosure letters heretoNIC Disclosure Letter) and the Confidentiality Agreement constitute the entire agreement, agreement and supersede all prior agreements and understandings, both written and oral, between understanding of the Parties with respect to the Transactions and supersede all prior agreements, arrangements, and understandings relating to the subject matter hereof and thereofhereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits and the Parties’ disclosure letters hereto) and the Confidentiality Agreement constitute constitutes the entire agreement, and supersede all prior agreements and understandings, both written and oral, between the Parties with respect to the subject matter hereof and thereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including together with the Exhibits documents and the Parties’ disclosure letters hereto) instruments referred to herein and the Payment Guarantee, Voting and Support Agreements, the Debt Commitment Letter and the Confidentiality Agreement constitute Agreement) constitutes the entire agreement, agreement and supersede supersedes all prior agreements and understandings, both written and oral, between among the Parties parties with respect to the subject matter hereof and thereofhereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits and the Parties’ disclosure letters hereto) and the Confidentiality Agreement referred to in Section 6.1 constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, between among the Parties parties with respect to the subject matter hereof of this Agreement. This Agreement is not intended to confer upon any Person, other than the parties hereto, the Parent Indemnified Parties and thereofthe GP Indemnified Parties, any rights or remedies.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits all exhibits and schedules hereto, and the Parties’ disclosure letters hereto) Disclosure Schedule), together with the other Transaction Agreements (and the Confidentiality Agreement constitute constitutes the entire agreementagreement of the Parties with respect to the subject matter contained herein and therein, and supersede supersedes all prior agreements agreements, (other than the Confidentiality Agreement) understandings, representations and understandingswarranties, both written and oral, between the Parties with respect to the such subject matter hereof and thereofmatter.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits exhibits and the Parties’ parties' disclosure letters schedules hereto) and the Confidentiality Agreement constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, between among the Parties parties with respect to the subject matter hereof and thereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits exhibits hereto, the Disclosure Letters delivered in connection herewith, the Ancillary Agreements and the Parties’ disclosure letters hereto) and the Confidentiality Agreement constitute Restructuring Steps Plan), constitutes the entire agreement, agreement of the Parties with respect to the subject matter hereof and supersede thereof and supersedes all prior representations, warranties, agreements and understandings, both written and oral, between the Parties with respect to the subject matter hereof and thereof.

Entire Agreement; Third Party Beneficiaries. (a) This Agreement (including the Exhibits Company Disclosure Letter, the Parent Disclosure Letter, the exhibits hereto and the Parties’ disclosure letters heretodocuments and instruments referred to herein) and the Confidentiality Registration Agreement constitute the entire agreement, agreement and supersede all prior agreements and understandings, both written and oral, between the Parties with respect to the subject matter hereof and thereofof this Agreement.