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

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Section 5.06, are not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement documents and instruments and other agreements among the parties hereto as contemplated by or referred to herein (a) constitutes constitute the entire agreement among the parties with respect to the subject matter hereof and supersedes supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Section 5.06, are not intended to confer upon any other person other than the parties hereto any rights or remedies hereunder. [The remainder of this page has been intentionally left blank.]

Entire Agreement; Third Party Beneficiaries. This The Agreement (including the documents and the Confidentiality Agreement instruments referred to herein) (a) constitutes constitute the entire agreement and supersedes supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Section 5.067.07, are not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Entire Agreement; Third Party Beneficiaries. This Agreement, the Tender Agreement and Irrevocable Proxy and the Confidentiality Agreement (including the documents and the instruments referred to herein and therein) (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Section 5.06Sections 2.4, 5.4 and 5.7, are not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Entire Agreement; Third Party Beneficiaries. This Agreement and Except for ------------------------------------------- the Confidentiality Agreement which shall remain in full force and effect in accordance with its terms, this Agreement (including the documents and the instruments referred to herein): (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Section 5.06, are 5.7 is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (a) constitutes constitute the entire agreement agreement, and supersedes supersede all other prior agreements and understandings, both written and oral, among between the parties parties, or any of them, with respect to the subject matter hereof and thereof and, except for the provisions of Section 5.11 hereof, and (b) except as provided in Section 5.06, are is not intended to and shall not confer upon any person other than the parties hereto any rights or remedies hereunder.

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein) (a) constitutes constitute the entire agreement and supersedes supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided 59 54 in Article III and Section 5.067.06 and Section 7.11, are not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Entire Agreement; Third Party Beneficiaries. This Agreement (including the Exhibits hereto and the Confidentiality Agreement documents and the instruments referred to herein): (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Section 5.065.8, are is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder. Section 5.8 is intended for the benefit of, and shall be enforceable by, the Indemnified Parties.

Entire Agreement; Third Party Beneficiaries. This Agreement (including the Exhibits hereto and the Confidentiality Agreement documents and the instruments referred to herein): (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Section 5.065.7, are is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder. Section 5.7 is intended for the benefit of, and shall be enforceable by, the Indemnified Parties.

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein) (a) constitutes constitute the entire agreement and supersedes supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Section 5.067.06 and Section 7.11, Articles II and III are not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Entire Agreement; Third Party Beneficiaries. This ------------------------------------------- Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein and therein): (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Section 5.06Sections 1.3, 2.4, 5.5, 5.9 and 5.12, are not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Entire Agreement; Third Party Beneficiaries. This Agreement (including the documents and the instruments referred to herein), the Confidentiality Agreement entered into by Buyer and Sellers and the schedules attached hereto (a) constitutes constitute the entire agreement agreement, except as provided herein, and supersedes supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Section 5.06herein, are not intended to confer upon any person other than the parties hereto and their respective successors and assigns any rights or remedies hereunder.

Entire Agreement; Third Party Beneficiaries. This Agreement and the documents and instruments and other agreements among the parties hereto as contemplated by or referred to herein, including the Confidentiality Agreement Agreement, Company Disclosure Letter and the MM Disclosure Letter (ai) constitutes constitute the entire agreement among the parties with respect to the subject matter hereof and supersedes supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, ; and (bii) except as provided in Section 5.065.13, are not intended to confer upon any person other than the parties hereto Person any rights or remedies hereunder.

Entire Agreement; Third Party Beneficiaries. This ------------------------------------------- Agreement (including the documents and the Confidentiality Agreement instruments referred to herein): (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Section 5.06Sections 2.4, are 5.7 and 5.8 is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (a) constitutes constitute the entire agreement agreement, and supersedes supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, of this Agreement and (b) except as provided in Section 5.06for the provisions of Article II and Sections 5.07, 5.08(b), 5.08(c), 5.08(d) and 5.09, are not intended to confer upon any person other than the parties hereto any rights or remedies hereunderremedies.

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein, but excluding Section 4 of the Confidentiality Agreement which Section shall not survive the date hereof) (a) constitutes constitute the entire agreement and supersedes supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Section 5.067.04, Section 7.05, Section 7.09 and Articles II and III are not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Entire Agreement; Third Party Beneficiaries. This Agreement and ------------------------------------------- Agreement, together with the Confidentiality Agreement Agreement, (a) constitutes the entire agreement agreement, and supersedes all prior agreements and understandings, both understandings (written and oral), among the parties with respect to the subject matter hereof, hereof and (b) except as provided in Section 5.06for the provisions of Sections 5.8, 5.13 and 8.1(b), are not intended to confer upon any person other than the parties hereto any rights or remedies hereunderremedies.

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (a) ------------------------------------------- constitutes the entire agreement agreement, and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereofof this Agreement, and (b) except as provided in Section 5.06, are is not intended to confer upon any person other than the parties hereto any rights or remedies hereunderremedies; provided, however, that the provisions of Sections 4.1(e) and 4.1(f) are intended to inure to the benefit of, and to be enforceable by, the Released Parties.

Entire Agreement; Third Party Beneficiaries. This Agreement (including the documents and the Confidentiality Agreement instruments referred to herein) (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Section 5.06Sections 7.1 and 7.2, are is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder. Section 8.6.

Entire Agreement; Third Party Beneficiaries. This Agreement (including the documents and the Confidentiality Agreement instruments referred to herein): (a) constitutes the entire agreement among the parties with respect to the subject matter of this Agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereofof this Agreement; provided, however, that the Confidentiality Agreement is hereby amended to automatically terminate in its entirety, effective as of the Closing; and (b) except as expressly provided in Section 5.06herein, are is not intended to confer upon any person Person other than the parties hereto and their respective successors and permitted assigns any rights rights, benefits or remedies hereunderwhatsoever.

Entire Agreement; Third Party Beneficiaries. This Agreement (including the Exhibits hereto and the documents and the instruments referred to herein), the Ancillary Agreements, the Confidentiality Agreement and any agreements entered into contemporaneously herewith: (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Section 5.06, 5.9 are not intended to confer upon any person Person other than the parties hereto any rights or remedies hereunderremedies.

Entire Agreement; Third Party Beneficiaries. This Agreement (including the documents and instruments referred to herein) and the Confidentiality Agreement (a) constitutes constitute the entire agreement agreement, and supersedes supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, of this Agreement and (b) except as provided in for the provisions of Article II, Section 5.065.04 and Section 5.05, are not intended to confer upon any person other than the parties hereto any rights or remedies hereunderremedies.

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (a) ------------------------------------------- constitutes the entire agreement agreement, and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereofof this Agreement, and (b) except as provided in Section 5.06, are is not intended to confer upon any person other than the parties hereto any rights or remedies hereunderremedies; provided, however, that the provisions of Sections 3.1(d) and 3.1(e) are intended to inure to the benefit of, and to be enforceable by, the Released Parties.

Entire Agreement; Third Party Beneficiaries. This Agreement (including the Guarantee and the Confidentiality Agreement other documents and the instruments referred to herein) (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Section 5.06Sections 5.8 and 5.14, are is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Entire Agreement; Third Party Beneficiaries. This Agreement (including the documents and the Confidentiality Agreement instruments referred to herein): (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Section 5.06, are 6.1 hereof is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder; provided that this Agreement shall not supersede or in any way modify the terms of the Confidentiality Agreement, which Agreement shall remain in full force and effect.

Entire Agreement; Third Party Beneficiaries. This Agreement ------------------------------------------- (including the documents and the Confidentiality Agreement instruments referred to herein): (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, other than the Confidentiality Agreement, and (b) except as provided in Section 5.065.7, are is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder. The provisions of Section 5.7 are intended for the benefit of, and shall be enforceable by, the Indemnified Parties.

Entire Agreement; Third Party Beneficiaries. This Agreement (including the documents and the Confidentiality Agreement instruments referred to herein) (a) constitutes constitute the entire agreement and supersedes supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Section 5.066.06, 6.07, 6.08 and Section 6.09, are not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Entire Agreement; Third Party Beneficiaries. This ------------------------------------------- Agreement (including the documents and the Confidentiality Agreement instruments referred to herein): (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Section 5.06Sections 1.3, are 2.4, 5.8 and 5.9, is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Entire Agreement; Third Party Beneficiaries. This Agreement (including the documents and the Confidentiality Agreement instruments referred to herein) (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Section 5.06, are Sections 6.04 and 6.05 is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Entire Agreement; Third Party Beneficiaries. This Agreement (including the documents and the Confidentiality Agreement instruments referred to herein) (a) constitutes constitute the entire agreement and supersedes supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Section 5.06, 6.06 are not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Entire Agreement; Third Party Beneficiaries. This Agreement and Agreement, ------------------------------------------- together with the Confidentiality Agreement Agreement, (a) constitutes the entire agreement agreement, and supersedes all prior agreements and understandings, both understandings (written and oral), among the parties with respect to the subject matter hereof, hereof and (b) except as provided in Section 5.06for the provisions of Sections 5.8, 5.13 and 8.1(b), are not intended to confer upon any person other than the parties hereto any rights or remedies hereunderremedies.

Entire Agreement; Third Party Beneficiaries. This Agreement (including the Exhibits hereto and the documents and the instruments referred to herein), the Confidentiality Agreement and any agreements entered into contemporaneously herewith: (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, ; and (b) except as provided in Section 5.06, 5.11 are not intended to confer upon any person Person other than the parties hereto any rights or remedies hereunderremedies.

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein and therein): (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Section 5.06Sections 2.4, 4.8, 5.7 and 5.12, are not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.. Section 8.7