Entire Agreement; Assignment. (a) This Agreement (including the documents and the instruments referred to herein) and the Confidentiality Agreement constitute the entire agreement and supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof and thereof.
Appears in 17 contracts
Samples: 1 Agreement and Plan of Merger (Hein Werner Corp), Agreement and Plan of Merger (Snap on Pace Co), Agreement and Plan of Merger (Snap on Inc)
Entire Agreement; Assignment. (a) This Agreement (including the documents and the instruments referred to herein) and the Confidentiality Agreement constitute the entire agreement and supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof and thereof.
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Western Atlas Inc), Agreement and Plan of Merger (Fusion Systems Corp), Agreement and Plan of Merger (Danaher Corp /De/)
Entire Agreement; Assignment. (a) This Agreement (including the documents and the instruments referred to herein) and the Confidentiality Agreement constitute constitutes the entire agreement and supersede supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof and thereof.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Networks Associates Inc/), Agreement and Plan of Merger (Cybermedia Inc), Agreement and Plan of Merger (Vulcan Materials Co)
Entire Agreement; Assignment. (a) This Agreement (including the documents and the instruments referred to herein) and , including the Confidentiality Agreement Agreement) constitute the entire agreement and supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof and thereof.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Sybron Dental Specialties Inc), Agreement and Plan of Merger (Danaher Corp /De/), Agreement and Plan of Merger (Danaher Corp /De/)
Entire Agreement; Assignment. (a) This Agreement (including the documents and the instruments referred to herein) and the Confidentiality Agreement (a) constitute the entire agreement between the parties with respect to the subject matter hereof and supersede thereof and supersedes all other prior agreements and understandings, both written and oral, among between the parties or any of them with respect to the subject matter hereof and thereof, and (b) shall not be assigned by operation of Law or otherwise.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Novitron International Inc), Agreement and Plan of Merger (Novitron International Inc), Agreement and Plan of Merger (Novitron International Inc)
Entire Agreement; Assignment. (a) This Agreement (including the documents and the instruments referred to herein) and , including the Confidentiality Agreement constitute Agreement) constitutes the entire agreement of the parties and supersede supersedes all prior agreements and understandings, both written and oral, among the parties hereto, or any of them, with respect to the subject matter hereof and thereofhereof. This Agreement may not be assigned by any of the parties hereto by operation of law or otherwise.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Cpi International, Inc.), Agreement and Plan of Merger (Cpi International, Inc.), Agreement and Plan of Merger (Comtech Telecommunications Corp /De/)
Entire Agreement; Assignment. (a) This Agreement (including the documents exhibits hereto, the Buyer Disclosure Schedule and the instruments referred to hereinCompany Disclosure Schedule) and the Confidentiality Agreement constitute the entire agreement among the parties hereto in respect of the subject matter hereof and supersede all other prior agreements and understandings, both written and oral, among the parties with in respect to of the subject matter hereof and thereofhereof.
Appears in 4 contracts
Samples: Stock Purchase Agreement (Probility Media Corp), Stock Purchase Agreement (Probility Media Corp), Membership Interest Purchase Agreement (Code Rebel Corp)
Entire Agreement; Assignment. (a) This Agreement (including the documents and the instruments referred to herein) ), the Tender and Voting Agreement and the Confidentiality Agreement constitute the entire agreement and supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof and thereof.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Jevic Transportation Inc), Agreement and Plan of Merger (Yellow Corp), Agreement and Plan of Merger (JPF Acquisition Corp)
Entire Agreement; Assignment. (a) This Agreement (including without limitation the Confidentiality Agreement and the other documents and the instruments referred to herein) and the Confidentiality Agreement constitute the entire agreement and supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof and thereof.
Appears in 3 contracts
Samples: Agreement (Microtest Inc), Agreement and Plan of Merger (Danaher Corp /De/), Agreement and Plan of Merger (Danaher Corp /De/)
Entire Agreement; Assignment. (a) This Agreement (including Agreement, the documents and the instruments referred to herein) other Transaction Documents and the Confidentiality Agreement (including, in each case, any exhibits or schedules hereto or thereto, including the Seller Disclosure Schedule) constitute the entire agreement among the parties hereto with respect to the subject matter hereof and supersede thereof and supersedes all other prior agreements and understandings, both written and oral, among the parties hereto with respect to the subject matter hereof and thereof.
Appears in 3 contracts
Samples: Membership Interest Purchase Agreement (International Shipholding Corp), Membership Interest Purchase Agreement (United Maritime Group, LLC), Membership Interest Purchase Agreement (United Maritime Group, LLC)
Entire Agreement; Assignment. (a) This Agreement (including the documents ---------------------------- and the instruments referred to herein) and the Confidentiality Agreement Agreements (a) constitute the entire agreement among the parties with respect to the subject matter hereof and supersede all other prior agreements and understandings, both written and oral, among the parties or any of them with respect to the subject matter hereof hereof, and thereof(b) shall not be assigned by operation of law or otherwise.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Conestoga Enterprises Inc), Agreement and Plan of Merger (Conestoga Enterprises Inc), Agreement and Plan of Merger (Conestoga Enterprises Inc)
Entire Agreement; Assignment. (a) This Agreement (including the exhibits, schedules and other documents and delivered pursuant hereto) constitutes, together with the instruments referred to herein) Guaranties and the Confidentiality Agreement constitute Agreement, the entire agreement between the parties hereto with respect to the subject matter hereof and supersede supersedes all other prior agreements and understandings, both written and oral, among between the parties with respect to the subject matter hereof and thereof.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Watermark Lodging Trust, Inc.), Agreement and Plan of Merger (QTS Realty Trust, Inc.)
Entire Agreement; Assignment. (a) This Agreement (including and the documents and the instruments referred to herein) and the Confidentiality Agreement certificates delivered in connection herewith constitute the entire agreement among the parties hereto with respect to the subject matter hereof, and supersede supersedes all prior agreements and understandingsunder standings, both written and oral, among the parties with respect to the subject matter hereof and thereofhereof, other than the Confidentiality Agreement.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Advance Paradigm Inc), Stock Purchase Agreement (Rite Aid Corp)
Entire Agreement; Assignment. (a) This Agreement (including the documents and the instruments referred to herein) and the Confidentiality Agreement constitute the entire agreement between the parties hereto with respect to the subject matter hereof and supersede all other prior agreements and understandings, both written and oral, among between the parties with respect to the subject matter hereof and thereofhereof.
Appears in 2 contracts
Samples: Defined Terms (Unisource Worldwide Inc), Defined Terms (Georgia Pacific Corp)
Entire Agreement; Assignment. (a) This Agreement (including the Exhibits, and other documents and the instruments referred to herein) and the Confidentiality Agreement (a) constitute the entire agreement and supersede all other prior agreements and understandings, both written and oral, among the parties or any of them, with respect to the subject matter hereof hereof; (b) are not intended to confer upon any other person any rights or remedies hereunder; and thereof(c) shall not be assigned by operation of law or otherwise.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Urohealth Systems Inc), Agreement and Plan of Merger (Urohealth Systems Inc)
Entire Agreement; Assignment. (a) This Agreement (including the documents documents, schedules, exhibits and the instruments referred to herein) and the Confidentiality Agreement constitute constitutes the entire agreement and supersede supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof and thereof, except for the Confidentiality Agreement.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Pacific Usa Holdings Corp), Stock Purchase Agreement (Technical Olympic Usa Inc)
Entire Agreement; Assignment. (a) This Agreement (including the documents and the instruments referred to herein) and together with the Confidentiality Agreement constitute constitutes the entire agreement and supersede supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof and thereof.
Appears in 2 contracts
Samples: Ii Agreement and Plan of Merger (Luxottica Group Spa), Agreement and Plan of Merger (Cole National Corp /De/)
Entire Agreement; Assignment. This Agreement along with each of the exhibits and schedules hereto and the Confidentiality Letter (a) This Agreement (including the documents and the instruments referred to herein) and the Confidentiality Agreement constitute the entire agreement among the parties with respect to the subject matter hereof and supersede all other prior agreements and understandings, both written and oral, among the parties or any of them with respect to the subject matter hereof and thereof(b) may not be assigned by operation of law or otherwise.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Vina Technologies Inc), Agreement and Plan of Merger (Vina Technologies Inc)
Entire Agreement; Assignment. (a) This Agreement (including and the documents and the instruments referred to herein) and the Confidentiality Agreement certificates delivered in connection herewith constitute the entire agreement among the parties hereto with respect to the subject matter hereof, and supersede supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof and thereofhereof, other than the Confidentiality Agreement.
Appears in 2 contracts
Samples: Share Purchase Agreement (Unit Corp), Stock Purchase Agreement (Unit Corp)
Entire Agreement; Assignment. (a) This Agreement (including the Stock Option Agreement, the Stockholder Agreements and the other documents and the instruments referred to herein) and the Confidentiality Agreement constitute the entire agreement and supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof and thereof.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Effective Management Systems Inc), Agreement and Plan of Merger (Ifs Ab)
Entire Agreement; Assignment. (a) This Agreement (including the documents and the instruments referred to herein) and together with the Confidentiality Agreement constitute Agreements constitutes the entire agreement and supersede supersedes all prior agreements agreements, understandings, representations and understandingswarranties, both written and oral, among the parties to this Agreement with respect to the subject matter hereof and thereof. No representation, warranty, inducement, promise, understanding or condition not set forth in this Agreement has been made or relied upon by any of the parties.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Luxottica Group Spa), Agreement and Plan of Merger (Oakley Inc)
Entire Agreement; Assignment. (a) This Agreement (including the documents and the instruments referred to herein) and the Confidentiality Agreement Agreements (a) constitute the entire agreement among the parties with respect to the subject matter hereof and supersede all other prior agreements and understandings, both written and oral, among the parties or any of them with respect to the subject matter hereof hereof, and thereof(b) shall not be assigned by operation of law or otherwise.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (D&e Communications Inc), Agreement and Plan of Merger (D&e Communications Inc)
Entire Agreement; Assignment. (a) This Agreement (including the documents and the instruments referred to herein) and the Confidentiality Agreement (a) constitute the entire agreement and supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof hereof, and thereof(b) shall not be assigned by operation of law or otherwise.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (New Ulm Telecom Inc), Agreement and Plan of Merger (Hector Communications Corp)
Entire Agreement; Assignment. (a) This Agreement (including the Confidentiality Agreement, Support Agreements and Registration Rights Agreement and the documents and the instruments referred to herein) and the Confidentiality Agreement constitute the entire agreement and supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof and thereof.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ivi Checkmate Corp), Agreement and Plan of Merger (Ingenico S A)
Entire Agreement; Assignment. (a) This Agreement (including the Exhibits, Schedules, and other documents and the instruments referred to herein) and the Confidentiality Agreement (a) constitute the entire agreement and supersede all other prior agreements and understandings, both written and oral, among the parties or any of them, with respect to the subject matter hereof hereof; and thereof(b) shall not be assigned by operation of law or otherwise.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Aug Corp), Agreement and Plan of Merger (Auction Anything Com Inc)
Entire Agreement; Assignment. (a) This Agreement (including the documents and the instruments referred to herein) and the Confidentiality Agreement constitute constitutes the entire agreement and supersede supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof and thereof.22
Appears in 1 contract
Samples: Stock Purchase Agreement (Premier Laser Systems Inc)
Entire Agreement; Assignment. (a) This Agreement (including the documents documents, schedules, exhibits and the instruments referred to herein) and the Confidentiality Agreement constitute the entire agreement and supersede all prior agreements and understandings, both written and oral, and all contemporaneous oral agreements and understandings among the parties hereto with respect to the subject matter hereof and thereofhereof.
Appears in 1 contract
Entire Agreement; Assignment. (a) This Agreement (including the Exhibits, Schedules and other documents and the instruments referred to herein) and the Confidentiality Agreement constitute constitutes the entire agreement and supersede supersedes all other prior agreements and understandingsunderstandings (other than those contained in the Confidentiality Agreement, which is hereby incorporated by reference herein), both written and oral, among the parties or any of them, with respect to the subject matter hereof and thereofhereof, including any transaction between or among the parties. This Agreement shall not be assigned by operation of law or otherwise.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Fisher Communications Inc)
Entire Agreement; Assignment. (a) This Agreement (including the documents documents, schedules, exhibits and the instruments referred to herein) and the Confidentiality Agreement constitute constitutes the entire agreement and supersede supersedes all prior agreements and understandings, both written and oral, and all contemporaneous oral agreements and understandings among the parties with respect to the subject matter hereof and thereofhereof, except for the provisions of the Non-Disclosure Agreement not inconsistent herewith.
Appears in 1 contract
Entire Agreement; Assignment. (a) This Agreement (including the documents and the instruments referred to herein) and the Confidentiality Agreement constitute constitutes the entire agreement and supersede supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof and thereof., except for the
Appears in 1 contract
Samples: Stock Purchase Agreement (Premier Laser Systems Inc)
Entire Agreement; Assignment. (a) This Agreement (including the documents and the instruments referred to herein) and the Confidentiality Agreement constitute constitutes the entire agreement and supersede all prior agreements and understandings, both written and oral, among the parties hereto with respect to the subject matter hereof and thereof.
Appears in 1 contract
Entire Agreement; Assignment. (a) This Agreement (including and the exhibits and schedules hereto and the documents and the instruments referred to herein) certificates delivered in connection herewith, and the Confidentiality Agreement and Registration Rights Agreement, constitute the entire agreement among the parties hereto with respect to the subject matter hereof, and supersede supersedes all prior and contemporaneous agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof and thereofhereof.
Appears in 1 contract
Entire Agreement; Assignment. (a) This Agreement (including the documents documents, schedules, exhibits and the instruments referred to herein) and the Confidentiality Agreement constitute constitutes the entire agreement and supersede supersedes all prior agreements and understandings, both written and oral, and all contemporaneous oral agreements and understandings among the parties with respect to the subject matter hereof hereof, except for (i) the provisions of the Confidentiality Agreement not inconsistent herewith, and thereof.(ii) the compensation
Appears in 1 contract
Samples: Stock Purchase Agreement (Standard Pacific Corp /De/)
Entire Agreement; Assignment. (a) This Agreement (including the documents and the instruments referred to herein) and , including, without limitation, the Confidentiality Agreement Agreement) constitute the entire agreement and supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof and thereof.
Appears in 1 contract
Entire Agreement; Assignment. (a) This Agreement (including the documents and the instruments referred to herein) and the Confidentiality Agreement (a) constitute the entire agreement among the parties with respect to the subject matter hereof and supersede all other prior agreements and understandings, both written and oral, among the parties or any of them with respect to the subject matter hereof hereof, and thereof(b) shall not be assigned by operation of law or otherwise.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Chorus Communications Group LTD)
Entire Agreement; Assignment. This Agreement (and the Exhibits and Disclosure Letters hereto) (a) This Agreement (including the documents and the instruments referred to herein) and the Confidentiality Agreement constitute the entire agreement agreement, and supersede all other prior agreements agreements, understandings, representations and understandingswarranties, both written and oral, among the parties parties, with respect to the subject matter hereof other than the written confidentiality arrangements existing among the parties hereto, which shall survive, and thereof(b) shall not be assignable by operation of law or otherwise.
Appears in 1 contract
Entire Agreement; Assignment. (a) This Agreement (including the documents and the instruments referred to herein) and the Confidentiality Agreement constitute the entire agreement and supersede all prior agreements (including, without limitation, the Original Agreement, as amended) and understandings, both written and oral, among the parties with respect to the subject matter hereof and thereof.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Big Flower Holdings Inc/)
Entire Agreement; Assignment. (a) This Agreement (including the documents schedules and the instruments referred to hereinexhibits hereto) and the Confidentiality Agreement constitute constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersede supersedes all other prior agreements and understandings, both written and oral, among between the parties with respect to the subject matter hereof and thereofhereof.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Protherics PLC)
Entire Agreement; Assignment. (a) This Agreement (including the documents and the instruments referred to herein, including but not limited to the Stock Agreement) and the Confidentiality Agreement constitute the entire agreement and supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof and thereof.
Appears in 1 contract
Entire Agreement; Assignment. (a) This Agreement (including the documents and the instruments referred to herein) and , including the Confidentiality Agreement constitute Agreement) constitutes the entire agreement of the parties and supersede supersedes all prior agreements and understandings, both written and oral, among the parties hereto, or any of them, with respect to the subject matter hereof and thereofhereof. Except as provided in this Agreement, this Agreement may not be assigned by any of the parties hereto by operation of law or otherwise.
Appears in 1 contract
