Amendment and Integration. 9.1. This Agreement sets forth the entire understanding of the parties with respect to the subject matter herein. Except as stated herein, there are no other agreements expressed or implied, oral or written, except as set forth herein.
9.2. If, during the course of the work herein contemplated, the need to change the purpose of this Agreement should arise, for whatever reason, whichever party first identifies such need to change shall notify the other party in writing. The authorized representatives of the parties shall meet within seven (7) working days of the date of such notice, to discuss the need for change so identified and to determine if this Agreement should be amended.
9.3. Any changes agreed to shall be documented by duly approved and executed amendments to this Agreement or other means acceptable to both parties.
Amendment and Integration. This Agreement may be amended only in a writing signed by the Members. This Agreement constitutes the entire agreement of the Members with respect to the subject matter hereof.
Amendment and Integration. This Agreement may not be amended, altered or modified, except by a written instrument signed by the parties hereto, or their respective successors or assigns, and may not be otherwise terminated except as provided herein. This Agreement contains the entire understanding between the parties and supersedes all prior and contemporaneous representations, agreements and understandings (oral or written) with respect to the matters contained herein.
Amendment and Integration. This Agreement may not be amended, altered or modified, except by a written instrument signed by the Corporation and the other parties hereto, or their respective successors or assigns, as to which this power would not be an incident of ownership in any Policy insuring the life of such person for federal estate tax purposes, and this Agreement may not be otherwise terminated except as provided herein. This Agreement contains the entire understanding between the parties and supersedes all prior and contemporaneous representations, agreements and understandings (oral or written) with respect to the matters contained herein.
Amendment and Integration. This Agreement constitutes the entire agreement among the Parties hereto and may not be amended or modified without the prior consent of the other Party, given in writing. This Agreement supersedes all prior agreements and understandings among the Parties with respect to the subject matter hereof; provided, however, that, for the avoidance of doubt, the March 3, 2017 Confirmatory Assignment (regarding patents) and Confirmatory Assignment (regarding trademarks), entered into for filing with the United State Patent and Trademark Office, the March 3, 2017 Exclusive License Agreement (regarding trademarks not yet assignable) and the April 11, 2017 Assignment, are agreed to continue to be in full force and effect notwithstanding this Agreement that is dated to be effective prior to those agreements. EdiZONE, LLC /s/ Xxxxx Xxxxxx March 14, 2018 By: Xxxxx Xxxxxx Date Title: Manager Purple Innovation, LLC /s/ Xxxxx XxXxxxxx March 14, 2018 By: Xxxxx XxXxxxxx Date Title: General Counsel 1 U.S. ELASTOMERIC PODALIC PADS 6,187,837 2 U.S. GELATINOUS ELASTOMER 6,797,765 3 U.S. MULTI-WALLED GELASTIC MATERIAL* 7,730,566 4 U.S. MULTI-WALLED GELASTIC MATERIAL* 7,823,233 5 U.S. MULTI-WALLED GELASTIC MATERIAL* 7,823,234 6 U.S. MULTI-WALLED GELASTIC MATERIAL* 7,827,636 10 U.S. PORTABLE CUSHIONS INCLUDING DEFORMABLE WALL MEMBERS, AND RELATED METHODS 9,051,169 11 U.S. SMALL FOOTPRINT APPARATUS, METHOD, AND TOOLING FOR MOLDING LARGE THERMOPLASTIC PARTS 9,446,542 17 U.S. BAG FOR SHIPPING A CUSHION AND RELATED METHODS 15/063,114 18 U.S. CUSHION COVER WITH INTEGRALLY KNIT, HIGH-RELIEF GRAPHIC FEATURE AND CUSHIONS EMPLOYING SUCH CUSHION COVERS 15/063,143 20 U.S. PACKAGED MATTRESS CUSHION 29/557,162 21 U.S. MATTRESS CUSHION 29/557,601 [**] [**] [**] [**] [**] [**] [**] [**] [**] [**] [**] [**] [**] [**] [**] [**] [**] [**] [**] [**] [**] [**] [**] [**] 29 U.S. GELATINOUS COMPOSITE ARTICLE AND CONSTRUCTION* 6,099,951 30 U.S. GELASTIC HEEL CARE DEVICE AND METHOD* 6,200,284 31 U.S. GELATINOUS COMPOSITE ARTICLE AND CONSTRUCTION* 6,447,865 32 U.S. SUPPORTED HYPO/HYPERTHERMIA PAD* 6,606,754 33 U.S. GELATINOUS COMPOSITE ARTICLE AND CONSTRUCTION* 6,767,621 34 U.S. METHOD OF MAKING A GELATINOUS COMPOSITE* 6,843,873 35 U.S. SUPPORTED HYPO/HYPERTHERMIA PAD* 6,871,365 36 U.S. SCREED MOLD METHOD 7,666,341 37 U.S. ALTERNATING PATTERN GEL CUSHION ELEMENTS AND RELATED METHODS (XOGELTM) 8,075,981 38 U.S. RIBBED GEL (X-GEL) 8,424,137 39 U.S. CUSHIONS COMPRISING CORE STRUCTURES AND RELATED METHODS (GEL C...
Amendment and Integration. This Agreement is the entire agreement between the Parties with respect to this matter. It supersedes all prior oral and written promises, agreements, representations, and conditions not contained in this Agreement. No waiver of any provision of this Agreement shall be effective unless made in writing by the Party charged with making the waiver. This Agreement may not be changed or amended except by written amendment or written letter agreement, duly executed by the Parties.
Amendment and Integration. This Agreement constitutes the entire agreement among the Parties hereto and may not be amended or modified without the prior consent of the other Party, given in writing. This Agreement supersedes all prior agreements and understandings among the Parties with respect to the subject matter hereof; provided, however, that, for the avoidance of doubt, the March 3, 2017 Confirmatory Assignment (regarding patents) and Confirmatory Assignment (regarding trademarks), entered into for filing with the United State Patent and Trademark Office, the March 3, 2017 Exclusive License Agreement (regarding trademarks not yet assignable) and the April 11, 2017 Assignment, are agreed to continue to be in full force and effect notwithstanding this Agreement that is dated to be effective prior to those agreements.
Amendment and Integration. Any provision of this Agreement may be amended, waived or modified only upon the prior written consent of the Loan Parties and the Agent; provided however, that no amendment, without the consent of all Lenders, shall (a) reduce or increase the amount or alter the term of the Commitment of such Lender, (b) alter the provisions relating to any fees (or any other payments) payable to such Lender, or accelerate the obligations of such Lender to advance its portion of any Loan, (c) extend the time for payment for the principal of or interest on the Obligations, or fees or costs, or reduce the principal amount of the Obligations (except as a result of the application of payments or prepayments), or reduce the rate of interest borne by the Obligations (other than as a result of waiving the applicability of the Default Rate), or otherwise affect the terms of payment of the principal of or any interest on the Obligations or fees or costs hereunder, (d) release any liens granted under the Loan Documents or any Guarantor from its obligations under the Loan Documents, except as otherwise contemplated herein or therein, and except in connection with the transfer of interests in the Borrower permitted hereunder or in any other Loan Document, (e) amend the definition of “Availability Period”, “Maturity Date”, or “Obligations”, (f) change the percentages specified in the definition of Required Lenders herein or any other provision hereof specifying the number or percentage of the Lenders which are required to amend, waive or modify any rights hereunder or otherwise make any determination or grant any consent hereunder, (g) consent to the assignment or transfer by any Loan Party of any of its rights and obligations under (or in respect of) the Loan Documents, (h) amend this Section 15, (i) agree to the subordination of any liens granted under the Loan Documents. This Agreement represents the entire agreement about this subject matter and supersedes prior negotiations or agreements relating thereto. All prior agreements, understandings, representations, warranties, and negotiations about the subject matter of this Agreement merge into this Agreement.
Amendment and Integration. The Loan Agreement is amended in the ------------------------- following respects as of March 21, 1997 with the same effect as if the following amendments were initially incorporated therein:
a. The definition of "Eligible Accounts" in Section 1.1 of the Loan Agreement is hereby amended in its entirety to read as follows:
Amendment and Integration. Any provision of this Agreement may be amended, waived or modified only upon the prior written consent of the Borrower and the Lender. This Agreement represents the entire agreement about this subject matter and supersedes prior negotiations or agreements relating thereto. All prior agreements, understandings, representations, warranties, and negotiations about the subject matter of this Agreement merge into this Agreement.
