Common use of Entire Understanding Clause in Contracts

Entire Understanding. This Agreement embodies the entire understanding between the parties relating to the subject matter hereof, whether written or oral, and there are no prior representations, warranties or agreements between the parties not contained in this Agreement. Any amendment or modification of any provision of this Agreement must be in writing, dated and signed by both parties hereto.

Appears in 22 contracts

Samples: Tcc® License Agreement (Tessera Technologies Inc), Tcc® License Agreement (Tessera Technologies Inc), Limited Tcc™ License Agreement (Tessera Technologies Inc)

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Entire Understanding. This Agreement embodies sets forth the entire agreement and understanding between of the parties hereto in respect of the subject matter hereof and the transactions contemplated hereby and supersedes all prior written and oral agreements, arrangements and understandings relating to the subject matter hereof. This Agreement may not be changed orally, whether written or oral, and there are no prior representations, warranties or agreements between but may only be changed by an agreement in writing signed by the parties not contained in this Agreement. Any amendment or modification party against whom enforcement of any provision of this Agreement must be in writingwaiver, dated and signed by both parties heretochange, modification or discharge is sought.

Appears in 20 contracts

Samples: Settlement Agreement and Release (Brazil Interactive Media, Inc.), Lock Up Agreement (Nu Skin Enterprises Inc), Lock Up and Leak Out Agreement (Smith Ellis Lamar)

Entire Understanding. This Agreement embodies states the entire understanding between the parties relating with respect to the subject matter hereof, whether and supersedes all earlier and contemporaneous oral and written communications and agreements or oralpromises made with respect to the same subject matter, and there are no prior representationsany other previous agreements, warranties promises, or agreements representations of any kind respecting the relationship between the parties hereto. This Agreement shall not contained be modified except as provided in this Agreement. Any amendment Agreement or modification of any provision of this Agreement must be in writing, dated and a written document signed by both parties heretoparties.

Appears in 13 contracts

Samples: User Agreement, User Agreement, User Agreement

Entire Understanding. This Agreement embodies includes the entire understanding between of the parties relating with respect to the subject matter hereof, whether and all prior agreements (written or oral) with respect to such subject matter have been merged herein. No representations or warranties have been made other than those expressly provided for herein. This Agreement may not be modified, except by a written instrument signed by the parties, and there are no prior representations, warranties or agreements between the parties this provision may not contained in this Agreement. Any amendment or modification of any provision of this Agreement must be in writing, dated and waived except by written instrument signed by both parties heretothe parties.

Appears in 10 contracts

Samples: License Agreement, Dhe License Agreement, Video on Demand License Agreement

Entire Understanding. This Agreement embodies contains the entire understanding between of the parties hereto relating to the subject matter hereofcontained herein and supersedes all prior and collateral agreements, whether written or oralunderstandings, statements and there are negotiations of the parties. Each party acknowledges that no prior representations, warranties inducements, promises or agreements between agreements, oral or written, with reference to the parties subject matter hereof have been made other than as expressly set forth herein. This Agreement may not contained in this Agreement. Any amendment be modified or modification of any provision of this Agreement must be in writing, dated and rescinded except by a written agreement signed by both parties heretoparties.

Appears in 8 contracts

Samples: Employment Agreement (La Rosa Holdings Corp.), Employment Agreement (Applied UV, Inc.), Employment Agreement (Applied UV, Inc.)

Entire Understanding. This Agreement embodies contains the entire understanding between the parties relating to the subject matter hereofthis Agreement and supersedes any prior or contemporaneous oral or prior written agreement, whether written understandings or oralletter of intent, and there are may not be modified or amended nor may any right be waived except by a writing signed by all parties in the case of a modification or amendment or the party to be charged in the case of a waiver. No course of conduct or dealing and no prior representations, warranties trade custom or agreements between practice shall be construed to modify any of the parties not contained in provisions of this Agreement. Any amendment or modification of any provision of this Agreement must be in writing, dated and signed by both parties hereto.

Appears in 7 contracts

Samples: Muse Technologies Inc, Activeworlds Com Inc, Activeworlds Com Inc

Entire Understanding. This Agreement embodies the entire understanding between the parties relating to the subject matter hereof, whether written or oral, and there are no prior representations, warranties or agreements between the parties not contained in this Agreement. Any amendment or modification of any provision of this Agreement must be in writing, dated and signed by both parties hereto.

Appears in 6 contracts

Samples: Tessera Confidential (Tessera Technologies Inc), License Agreement (Tessera Technologies Inc), License Agreement (Quantum Group Inc /Nv/)

Entire Understanding. This Agreement embodies the entire understanding of the parties, and there are no other agreements or understandings, either express or implied, between the parties relating to the subject matter hereof, whether written or oral, and there are no prior representations, warranties or agreements between the parties not contained in this Agreement. Any No amendment or modification of any provision of this Agreement must shall be valid or binding upon the parties unless made in writing, dated writing and signed on behalf of each of the parties by both parties heretotheir respective duly authorized officers or agents.

Appears in 5 contracts

Samples: License Agreement (Wildcap Energy Inc.), Option Agreement (Wildcap Energy Inc.), Exclusive License Agreement (Cancer Prevention Pharmaceuticals, Inc.)

Entire Understanding. This Agreement embodies contains the entire understanding between the parties hereto and supersedes any and all prior agreements, understandings, and arrangements relating to the subject matter hereof. No amendment, whether written modification or oralother change to, and there are no prior representations, warranties or agreements between the parties not contained in this Agreement. Any amendment or modification waiver of any provision of of, this Agreement must may be made unless such amendment, modification or change is set forth in writing, dated writing and is signed by both each of the parties hereto.

Appears in 3 contracts

Samples: Loan Agreement (Net Element, Inc.), Loan Agreement (Net Element, Inc.), Loan Agreement (Net Element, Inc.)

Entire Understanding. This Agreement embodies states the entire understanding between among the parties relating with respect to the subject matter hereof, whether and supersedes all prior oral and written or oralcommunications and agreements, and there are no prior representationsall contemporaneous oral communications and agreements, warranties or agreements between with respect to the parties not contained in this Agreementsubject matter hereof. Any No amendment or modification of any provision of this Agreement must shall be effective unless in writing, dated writing and signed by both parties heretothe party against whom enforcement is sought.

Appears in 3 contracts

Samples: Registration Rights Agreement (Nco Group Inc), Noncompetition and Standstill Agreement (Nco Group Inc), Noncompetition and Standstill Agreement (Nco Group Inc)

Entire Understanding. This Agreement embodies the entire understanding between the parties relating to the subject matter hereof, whether written or oral, and there are no prior representations, warranties or agreements between the parties not contained in this Agreement. Any amendment or modification In the event of any provision inconsistencies or conflicts between the terms of this Agreement must be in writingand any exhibit or appendix referred to herein, dated and signed by both parties heretothe terms of this Agreement shall govern.

Appears in 2 contracts

Samples: Exclusive License Agreement (Sepracor Inc /De/), Exclusive License Agreement (Sepracor Inc /De/)

Entire Understanding. This Agreement embodies and its Attachments embody the entire understanding between the parties Parties relating to the subject matter hereof, whether written or oral, and there are no prior representations, warranties or agreements between the parties Parties not contained in this Agreement. Any amendment or modification of any provision of this Agreement must be in writing, dated and signed by both parties Parties hereto.

Appears in 2 contracts

Samples: Certain (Tessera Technologies Inc), Immunity Agreement (Tessera Technologies Inc)

Entire Understanding. This Agreement embodies the entire understanding between the parties parities relating to the subject matter hereof, whether written or oral, and there are no prior representations, warranties or agreements between the parties not contained in this Agreement. Any amendment or modification of any provision of this Agreement must be in writing, dated and signed by both parties hereto.

Appears in 2 contracts

Samples: TCC Master License Agreement (Tessera Technologies Inc), TCC Master License Agreement (Tessera Technologies Inc)

Entire Understanding. This Agreement embodies the entire understanding between the parties relating to the subject matter hereof, whether written or oral, and there are no prior representations, warranties or agreements between the parties not contained in this Agreement. The Exhibits attached hereto are incorporated herein by reference and comprise a part of this Agreement as though fully set forth herein. Any amendment or modification of any provision of this Agreement must be in writing, dated writing and signed by both parties hereto.

Appears in 2 contracts

Samples: Omnibus Amendment and Termination Agreement (Xcel Pharmaceuticals Inc), Purchase Agreement (Neorx Corp)

Entire Understanding. This Agreement embodies and the Settlement Agreement and Attachments to either, embody the entire understanding between the parties Parties relating to the subject matter hereof, whether written or oral, and there are no prior representations, warranties or agreements between the parties Parties not contained in this Agreement. Any amendment or modification of any provision of this Agreement must be in writing, dated and signed by both parties Parties hereto.

Appears in 2 contracts

Samples: Certain (Tessera Technologies Inc), License Agreement (Tessera Technologies Inc)

Entire Understanding. This Agreement embodies sets forth the entire understanding between of the parties relating and supersedes any and all prior agreements, arrangements, and understandings related to the subject matter hereofhereto. This Agreement may not be changed or terminated, whether written or oralexcept as provided herein, and there are no prior representationsamendment to, warranties or agreements between the parties not contained in this Agreement. Any amendment or modification nor waiver of compliance with, any provision of this Agreement must or condition hereof shall be effective unless evidenced by an instrument in writing, dated and signed writing duly executed by both the parties hereto.

Appears in 2 contracts

Samples: Contract and Agreement, Contract and Agreement

Entire Understanding. This Agreement embodies Sets forth the entire understanding of the Parties with respect to the subject of this Agreement and may not be amended except by written instrument executed by the parties. Any Previous agreements or understandings between the parties relating to regarding the subject matter hereof, whether written or oral, of this Agreement are merged into and there are no prior representations, warranties or agreements between the parties not contained in superseded by this Agreement. Any amendment or modification of any provision All representations warranties, covenants, terms, conditions, stipulations, and provisions of this Agreement must shall he binding upon the inure to the benefit of, and be in writing, dated enforceable by the permitted successors and signed by both parties heretoassigns of the respective parties.

Appears in 1 contract

Samples: Lease and Asset Agreement (New York Regional Rail Corp)

Entire Understanding. This Agreement embodies contains the entire understanding between the parties hereto and supersedes any and all prior agreements, understandings and arrangements relating to the subject matter hereof. No amendment, whether written modification or oralother change to, and there are no prior representations, warranties or agreements between the parties not contained in this Agreement. Any amendment or modification waiver of any provision of this Agreement must may be made unless such amendment, modification or change is set forth in writing, dated writing and is signed by both each of the parties hereto. 13.

Appears in 1 contract

Samples: Loan Agreement Договор Займа (Net Element International, Inc.)

Entire Understanding. This Agreement embodies the entire understanding between of the parties relating to the subject matter hereof, whether written hereof and supersedes all prior understandings and agreements. No modification or oral, and there are no prior representations, warranties or agreements between the parties not contained in this Agreement. Any amendment or modification of any provision of this Agreement must shall be valid or binding unless such modification or amendment is in writing, dated writing and is signed by both each of the parties hereto.

Appears in 1 contract

Samples: Process Development Agreement (Biodelivery Sciences International Inc)

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Entire Understanding. This Agreement embodies the entire understanding between of the parties relating to the subject matter hereof, whether written hereof and supersedes all prior understandings and agreements. No modification or oral, and there are no prior representations, warranties or agreements between the parties not contained in this Agreement. Any amendment or modification of any provision of this Agreement must shall be valid or binding unless such modification or amendment is in writing, dated writing and is signed by both each of the parties hereto.. CONFIDENTIAL TREATMENT REQUESTED WITH RESPECT TO CERTAIN PORTIONS HEREOF DENOTED WITH “***”

Appears in 1 contract

Samples: Process Development Agreement (Biodelivery Sciences International Inc)

Entire Understanding. This Agreement embodies contains the entire understanding between the parties hereto and supersedes any and all prior agreements, understandings, and arrangements relating to the subject matter hereof. No amendment, whether written modification or oralother change to, and there are no prior representations, warranties or agreements between the parties not contained in this Agreement. Any amendment or modification waiver of any provision of this Agreement must may be made unless such amendment, modification or change is set forth in writing, dated writing and is signed by both each of the parties hereto.

Appears in 1 contract

Samples: Loan Agreement (Net Element, Inc.)

Entire Understanding. This Agreement embodies agreement represents the entire understanding and agreement between the parties relating with respect to the subject matter hereof, whether written or oral, and there are no prior representations, warranties or agreements supersedes all other negotiations (if any) made by and between the parties parties. The provisions of this agreement may not contained in be amended, supplemented, waived, or changed orally but only by a writing making specific reference to this Agreement. Any amendment agreement signed by the party as to whom enforcement of any such amendment, supplement, waiver or modification of any provision of this Agreement must be in writing, dated and signed by both parties heretois sought.

Appears in 1 contract

Samples: Ground Lease at Airport

Entire Understanding. This Agreement embodies agreement represents the entire understanding and agreement between the parties relating with respect to the subject matter hereof, whether written or oral, and there are no prior representations, warranties or agreements supersedes all other negotiations (if any) made by and between the parties parties. The provisions of this agreement may not contained in be amended, supplemented, waived, or changed orally but only by a writing making specific reference to this Agreement. Any amendment agreement signed by the party as to whom enforcement of any such amendment, supplement, waiver or modification of any provision of this Agreement must be in writing, dated and signed by both parties hereto.is sought. THIS PART OF PAGE INTENTIONALLY LEFT BLANK SIGNATURES START ON NEXT PAGE

Appears in 1 contract

Samples: Ground Lease at Airport

Entire Understanding. This Agreement embodies states the entire -------------------- understanding between among the parties relating with respect to the subject matter hereof, whether and supersedes all prior oral and written or oralcommunications and agreements, and there are no prior representationsall contemporaneous oral communications and agreements, warranties or agreements between with respect to the parties not contained in this Agreementsubject matter hereof. Any No amendment or modification of any provision of this Agreement must will be effective unless in writing, dated and signed authorized in writing by both the parties heretoeffected by the amendment or modification.

Appears in 1 contract

Samples: Services Agreement (Orbit Fr Inc)

Entire Understanding. This Agreement embodies contains the entire understanding between the parties hereto and supersedes any and all prior agreements, understandings and arrangements relating to the subject matter hereof. No amendment, whether written modification or oralother change to, and there are no prior representations, warranties or agreements between the parties not contained in this Agreement. Any amendment or modification waiver of any provision of this Agreement must may be made unless such amendment, modification or change is set forth in writing, dated writing and is signed by both each of the parties hereto.

Appears in 1 contract

Samples: Loan Agreement (Net Element, Inc.)

Entire Understanding. This Agreement embodies constitutes the entire understanding and agreement between the parties relating to the subject matter hereofand any and all prior agreements, whether written or oralcommitments, understandings and there representations are superseded and are of no prior representationsfurther force and effect. No amendment, warranties or agreements between the parties not contained in this Agreement. Any amendment change or modification of any provision of this Agreement must shall be valid unless in writing, dated and signed by both parties hereto.

Appears in 1 contract

Samples: Sample Head Athletic Trainer Agreement

Entire Understanding. This Agreement embodies the entire understanding between the parties relating to the subject matter hereof, whether written or oral, and there supersedes any course of dealing and usage of trade. There are no prior representations, warranties or agreements between the parties not contained in this Agreement. Any amendment or modification of any provision of this Agreement must be in writing, dated and signed by both parties hereto.

Appears in 1 contract

Samples: Business Agreement (Tessera Inc)

Entire Understanding. This Agreement embodies constitutes the entire understanding between the parties relating with reference to the subject matter hereofthis matter, whether and supersedes all prior agreements, written or oral, and there are no prior representations, warranties or agreements between the parties . This Agreement cannot contained in this Agreement. Any amendment or modification of any provision of this Agreement must be in writing, dated and modified except by written instrument signed by both parties heretothe parties.

Appears in 1 contract

Samples: Agreement

Entire Understanding. This Agreement embodies constitutes the entire understanding between of the parties relating to concerning the subject matter hereof, whether written or oral, hereof and there are no revokes and supersedes all prior representations, warranties or agreements between the parties parties. This Agreement shall not contained be modified or amended except in this Agreement. Any amendment or modification of any provision of this Agreement must be in writing, dated and writing signed by both parties heretothe party to be charged with any such modification or amendment.

Appears in 1 contract

Samples: Phonorecord Release and Promotions Agreement (AGU Entertainment Corp.)

Entire Understanding. This Agreement embodies the entire understanding between supersedes all prior communications, representations, and agreements, oral or written, of the parties relating with respect to the their subject matter hereof, whether written or oral, and there are no prior representations, warranties or agreements between the parties not contained in this Agreementmatter. Any amendment or No modification of any provision of this Agreement must will be valid unless in writing, dated writing and signed by both parties heretoparties.

Appears in 1 contract

Samples: ® Agreement

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