Counterparts; Entire Agreement; Corporate Power; Facsimile Signatures. (a) This Agreement may be executed in one or more counterparts (including by facsimile, PDF or other electronic transmission), all of which will be considered one and the same agreement. (b) This Agreement, including the Annexes hereto and the sections of the Separation and Distribution Agreement referenced herein, contain the entire agreement between the Parties with respect to the subject matter hereof, and supersede all previous agreements, negotiations, discussions, writings, understandings, commitments and conversations with respect to such subject matter. Notwithstanding anything herein to the contrary, unless expressly set forth therein, in the case of any conflict between this Agreement and an Ancillary Agreement in relation to matters specifically addressed in such Ancillary Agreement, the Ancillary Agreement will control. (c) Each Party represents and warrants to the other Party as follows: (i) it has the requisite corporate or other power and authority and has taken all corporate or other action necessary in order to execute, deliver and perform this Agreement and to consummate the transactions contemplated hereby; and (ii) this Agreement has been duly executed and delivered by it and constitutes a valid and binding agreement of it enforceable in accordance with the terms hereof.
Appears in 2 contracts
Samples: Transition Services Agreement (Cognyte Software Ltd.), Transition Services Agreement (Cognyte Software Ltd.)
Counterparts; Entire Agreement; Corporate Power; Facsimile Signatures. (ai) This Agreement may be executed in one or more counterparts (including by facsimile, PDF or other electronic transmission), all of which will be considered one and the same agreement.
(bii) This Agreement, including the Annexes hereto and the sections of the Separation and Distribution Agreement referenced herein, contain the entire agreement between the Parties with respect to the subject matter hereof, and supersede all previous agreements, negotiations, discussions, writings, understandings, commitments and conversations with respect to such subject matter. Notwithstanding anything herein to the contrary, unless expressly set forth therein, in the case of any conflict between this Agreement and an Ancillary the Product Collaboration Agreement in relation to matters specifically addressed in such Ancillary the Product Collaboration Agreement, the Ancillary Product Collaboration Agreement will control.
(ciii) Each Party represents and warrants to the other Party as follows:
(iA) it has the requisite corporate or other power and authority and has taken all corporate or other action necessary in order to execute, deliver and perform this Agreement and to consummate the transactions contemplated hereby; and
(iiB) this Agreement has been duly executed and delivered by it and constitutes a valid and binding agreement of it enforceable in accordance with the terms hereof.
Appears in 1 contract
Samples: Transition Services Agreement (Maxeon Solar Technologies, Ltd.)
Counterparts; Entire Agreement; Corporate Power; Facsimile Signatures. (a) This Agreement may be executed in one or more counterparts (including by facsimile, PDF or other electronic transmission), all of which will be considered one and the same agreement.
(b) . This Agreement, including the Annexes hereto and the sections of the Separation and Distribution Agreement referenced herein, contain the entire agreement between the Parties with respect to the subject matter hereof, and supersede all previous agreements, negotiations, discussions, writings, understandings, commitments and conversations with respect to such subject matter. Notwithstanding anything herein to the contrary, unless expressly set forth therein, in the case of any conflict between this Agreement and an Ancillary the Product Collaboration Agreement in relation to matters specifically addressed in such Ancillary the Product Collaboration Agreement, the Ancillary Product Collaboration Agreement will control.
(c) . Each Party represents and warrants to the other Party as follows:
(i) : it has the requisite corporate or other power and authority and has taken all corporate or other action necessary in order to execute, deliver and perform this Agreement and to consummate the transactions contemplated hereby; and
(ii) and this Agreement has been duly executed and delivered by it and constitutes a valid and binding agreement of it enforceable in accordance with the terms hereof.
Appears in 1 contract
Samples: Transition Services Agreement (Maxeon Solar Technologies, Pte. Ltd.)