Interpretation; Entire Agreement. This Agreement sets forth the entire agreement and understanding among the Parties relating to the subject matter of this Agreement and all prior or contemporaneous agreements, understandings, representations and settlements, oral or written, relating to the subject matter, are merged herein. This Agreement is not intended to, nor shall be deemed to, obviate, supersede or otherwise affect any terms of the Underwriting Agreement or other agreements that may exist between the Parties, except as specifically set forth herein. This Agreement may not be altered or amended except by a written instrument signed by all of the Parties. Any provision of this Agreement is found to be contrary to law or otherwise invalid, void or unenforceable, it shall be deemed omitted but shall not affect the remaining terms of this Agreement, which shall remain in full force and effect.
Interpretation; Entire Agreement. This Agreement replaces and supersedes all other agreements, verbal or written, which are merged into this Agreement, and constitutes the entire agreement of the Parties. Any rule of law or decision that would require interpretation of any claimed ambiguities in this Agreement against the Party that drafted it has no application and is expressly waived. Further, the Parties agree that the term “including” and its variations are always used in the non-restrictive sense as if followed by “but not limited to.”
Interpretation; Entire Agreement. This Agreement (a) shall be fairly interpreted in accordance with its terms and without any strict construction in favor of or against either Party, regardless of which Party may have drafted any particular provision; (b) may not be modified or amended, or any of its provisions waived, except by a further written agreement signed by Executive and an authorized representative of SL; (c) constitutes the entire agreement, arrangement, and understanding between the Parties; and (d) supersedes any prior or contemporaneous agreements, arrangements, or understandings, whether written or oral, between Executive on one hand and any of the SL Parties on the other hand, including but not limited to the 2008 Incentive Stock Plan, SL’s Long Term Incentive Plan, SL’s Short Term Incentive Plan, any and all long-term and short-term incentive plans or arrangements, any and all equity agreements, and any and all commission, bonus, change-in-control, or other agreements, plans, or arrangements.
Interpretation; Entire Agreement. The parties intend that the construing of this Agreement is without regard to any presumption or rule requiring construction or interpretation against the party drafting an instrument. This Agreement constitutes the sole and entire agreement of the parties, and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to such subject matter. In the event of any conflict or inconsistency between the statements made in the body of this Agreement or an Order Form, unless such inconsistency is expressly acknowledged as intended in a document, the following order of precedence governs: (a) first, this Agreement, and (b) second, the Order Form (but only as to that order).
Interpretation; Entire Agreement. This Agreement is the sole agreement between the two parties, and no prior or subsequent discussions, negotiations, or agreements, whether verbally or in writing, shall be merged with this Agreement. Any question or dispute regarding the interpretation of the terms of this Agreement shall be decided by the City. The City’s decision on any dispute under this Agreement, which shall be furnished in a manner of its choosing, shall be final and binding. In the event of a conflict between this Agreement and/or any regulatory requirements, the regulatory requirements control and the City reserves the right to resolve the conflict and determine the Subrecipient’s compliance with such provisions.
Interpretation; Entire Agreement. This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the Party drafting an instrument or causing any instrument to be drafted. The headings in this Agreement are for reference only and shall not affect the interpretation of this Agreement. If any term or provision of this Agreement is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. This Agreement and the other Transaction Documents constitute the sole and entire agreement of the Parties with respect to the subject matter contained herein and therein, and supersede all prior and contemporaneous understandings and agreements, both written and oral, with respect to such subject matter. In the event of any inconsistency between the statements in the body of this Agreement and those in the other Transaction Documents and the Exhibits, the statements in the body of this Agreement will control.
Interpretation; Entire Agreement. Except as expressly modified by this First Addendum, all of the terms and conditions of the Agreements shall remain in full force and effect. This First Addendum constitutes the entire understanding of the Parties with respect to the subject matter hereof and supersedes any prior understanding, oral or written, between the Parties with respect to the matters expressly stated herein. [ ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
Interpretation; Entire Agreement. In this Agreement (including the Schedules and Exhibits hereto), unless the context otherwise requires: (a) references to any Person includes such Person's successors and assigns but, if applicable, only if such successors and assigns are permitted by this Agreement; (b) references to any Article, Section, Exhibit or Schedule refer to such Article or Section of, or Exhibit or Schedule to, this Agreement, and references in any Article, Section or definition to any subsection or clause refer to such subsection or clause of such Article, Section or definition; (c) "herein", "hereof", "hereto", "hereunder" and similar terms refer to this Agreement as a whole and not to any particular Section, paragraph or provision of this Agreement; (d) "including" means including without limitation, and other forms of the verb "to include" have correlative meanings; (e) the word "or" is not exclusive; (f) for purposes of calculating any amount accrued over a period of time, the first day of such period shall be included and the last day excluded; (g) references to any law or regulation refer to such law or regulation as amended from time to time, including any successor or replacement law or regulation; (h) captions are solely for convenience of reference and shall not affect the meaning of this Agreement; (i) the term "goods" shall include medical equipment; and (j) the singular number includes the plural and vice versa. Any provision of this Agreement or any other Transaction Document which is prohibited or unenforceable under applicable law shall, as to such provision, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions of this Agreement or such other Transaction Document. This Agreement, together with the other Transaction Documents, constitutes the entire understanding and agreement among the parties hereto as to the subject matter hereof and supersedes all prior oral or written understandings or agreements.
Interpretation; Entire Agreement. Except as expressly modified by this First Addendum, all of the terms and conditions of the Agreements shall remain in full force and effect. This First Addendum constitutes the entire understanding of the Parties with respect to the subject matter hereof and supersedes any prior understanding, oral or written, between the Parties with respect to the matters expressly stated herein. CONTAINED IN THIS DOCUMENT, MARKED BY [*], HAS BEEN OMITTED BECAUSE REVANCE THERAPEUTICS, INC., HAS DETERMINED THE INFORMATION (I) IS NOT MATERIAL AND (II) IS THE TYPE THAT REVANCE THERAPEUTICS, INC. TREATS AS PRIVATE AND CONFIDENTIAL. IN AGREEMENT WITH THE FOREGOING, the Parties have caused this First Addendum to be signed by their respective duly authorized representatives as set forth below and, except as otherwise expressly provided, it shall be effective as of the First Addendum Date. Revance Therapeutics, Inc. List Biological Laboratories, Inc. Signature: /s/ X. Xxxxxx Xxxxx Signature: /s/ Xxxxx X. Xxxxxxxx Name: X. Xxxxxx Xxxxxx Name: Xxxxx X. Xxxxxxxx Title: President and CEO Title: President Date: 4/21/2009 Date: 4/23/2009 CERTAIN CONFIDENTIAL INFORMATION
Interpretation; Entire Agreement. The provisions of this Agreement shall survive the Effective Date. This Agreement sets forth the entire agreement and understanding among the Parties and all prior or contemporaneous agreements, understandings, representations and settlements, oral or written, are merged herein. This Agreement may not be altered or amended except by a written instrument signed by all of the Parties. Any provision of this Agreement is found to be contrary to law or otherwise invalid, void or unenforceable, it shall be deemed omitted but shall not affect the remaining terms of this Agreement, which shall remain in full force and effect.
