Entire Agreement; Amendment; Execution Sample Clauses

Entire Agreement; Amendment; Execution. (a) This Agreement constitutes the entire and final agreement and understanding between Xxxxxxxx and WinStar with respect to the subject matter hereof and supersedes all prior agreements (oral or written) relating to the subject matter hereof, which are of no further force or effect (including, in particular, the Customer Services Agreement between Xxxxxxxx and WinStar GoodNet, dated July 16, 1998, Contract Number 98R0675.00, provided that any undisputed payment obligations accruing prior to the Effective Date, shall be due and owing under the terms of this Agreement). The Exhibits referred to herein are integral parts hereof and are made a part of this Agreement by reference. (b) This Agreement may only be amended, modified, or supplemented by an instrument in a single writing executed by duly authorized representatives of Xxxxxxxx and WinStar. No such amendment, modification, or supplement shall result in any modification of (i) any indemnity benefiting any Facility Owners/Lenders or their respective Affiliates or (ii) any limitation of liability or recourse benefiting any Released Parties that is adverse to such Released Parties. (c) This Agreement may be executed in one or more counterparts, all of which taken together shall constitute one and the same instrument. (d) This Agreement may be duly executed and delivered by a party by execution and facsimile delivery of the signature page of a counterpart to the other party, provided that, if delivery is made by facsimile, the executing party shall promptly deliver a complete counterpart that it has executed to the other party. (e) Unless otherwise expressly permitted in this Agreement, Xxxxxxxx shall not make any changes to the Exhibits or Schedules attached hereto that may have a material adverse impact on the performance or usability of the Telecommunications Services, Additional Services or Other Services without WinStar's prior written consent.
Sample 1Sample 2Sample 3See All (5)
AutoNDA by SimpleDocs
Entire Agreement; Amendment; Execution. This Agreement, including all Supplements, Order Forms, Exhibits and addenda referred to hereto is the entire agreement between the Parties with respect to the subject matter hereof and supersedes any and all prior negotiations, understandings and agreements, whether oral or written. This Agreement may be amended only by a written instrument executed by the Parties. This Agreement may be executed in multiple counterparts, all of which taken together constitute one and the same instrument.
Sample 1
Entire Agreement; Amendment; Execution. 28.1 Except as set forth in Article XIX, this Agreement constitutes the entire and final agreement and understanding between Willxxxx xxx Grantee with respect to the subject matter hereof and supersedes all prior agreements relating to the subject matter hereof, which are of no further force or effect. The Exhibits referred to herein are integral parts hereof and are made a part of this Agreement by reference. 28.2 This Agreement may only be amended, modified, or supplemented by an instrument in writing executed by duly authorized representatives of Willxxxx xxx Granxxx. Xx such amendment, modification, or supplement shall result in any modification of (i) any indemnity benefiting any Facility Owners/Lenders or their respective Affiliates or (ii) any limitation of liability or recourse benefiting any Released Parties that is adverse to such Released Parties. 28.3 This Agreement may be executed in one or more counterparts, all of which taken together shall constitute one and the same instrument. 28.4 This Agreement may be duly executed and delivered by a party by execution and facsimile delivery of the signature page of a counterpart to the other party, provided that, if delivery is made by facsimile, the executing party shall promptly deliver a complete counterpart that it has executed to the other party.
Sample 1
Entire Agreement; Amendment; Execution. This Agreement, including all Supplements, Order Forms, Exhibits and addenda attached hereto is the entire agreement between the Parties with respect to the subject matter hereof and supersedes any and all prior negotiations, understandings and agreements, whether oral or written. This Agreement may be amended only by a written instrument executed by the Parties. General Terms and Conditions 3 Initials / Print Name: Print Name:_Jeff Xxxxxx Name: _Meredith Elguira _ Name: Xxxxxxx Xxxxxxx Title: Planning and Community Development Services Title: Contract Information Technology Vendor Company (if different): Company (if different): Forum Info Tech Email: xxxxxxxx@xxxxxxxx.xxx Email: xxxxxxx@xxxxxxxxxxxxx.xxx Phone #: _000-000-0000 Phone #: _951-256-4070 ext. 113 Alt Phone #: Alt Phone #: Fax #: Fax #: 000-000-0000 Address: Same as Customer Profile Address: 000 Xxxxxxxx Xxxx. Xxxxx 000 Suite/Unit/Floor: _ Suite/Unit/Floor: _ City: City: _Corona State: Zip/Postal Code: State: CA Zip/Postal Code: __92882 Name: Xxxxxx Jeng_ Name: Title:_City Manager Title: Company (if different): Company (if different): Email: xxxxx@xxxxxxxx.xxx Email: Phone #: _000-000-0000 Phone #: Alt Phone #: Alt Phone #: Fax #: Fax #: Address: Same as Customer Profile Address: _ Suite/Unit/Floor: _ Suite/Unit/Floor: _ City: City: State: Zip/Postal Code: State: _ Zip/Postal Code: General Terms and Conditions 4 Initials / Name: Name: Title: Title: Company (if different): Company (if different): Email: _ Email: _ Phone #: _ Phone #: _ Alt Phone #: Alt Phone #: Fax #: Fax #: Address: _ Address: _ Suite/Unit/Floor: _ Suite/Unit/Floor: _ City: City: State: Zip/Postal Code: _ State: Zip/Postal Code: _ General Terms and Conditions 5 Initials / 1. SERVICE LEVEL OBJECTIVES
Sample 1
Entire Agreement; Amendment; Execution. Executive represents and warrants that no promise, inducement or agreement that is not contained in or expressly incorporated by reference in the Agreement and/or this Release has been made to Executive and that the Agreement and this Release contain the entire agreement regarding this subject matter between the Company and Executive; provided, however, that the provisions contained in Sections 4 through 22 of the Agreement shall survive and be in addition to, and not in lieu of, and shall not supersede or replace, any obligations of Executive created by this Release or created by any other policies or agreements between the Company and Executive regarding the subject matters of those Sections. The Agreement and this Release may only be changed or amended by mutual agreement of authorized representatives of the parties in writing. The Agreement and this Release may be executed in one or more counterparts, each of which shall be deemed an original and all of which shall be taken together and deemed to be one instrument. The Agreement and this Release may be executed and delivered by facsimile signature, PDF, or any electronic signature complying with the U.S. federal ESIGN Act of 2000 (e.g., xxx.xxxxxxxx.xxx).
Sample 1
Entire Agreement; Amendment; Execution 
Sample 1Sample 2

Related to Entire Agreement; Amendment; Execution

  • Entire Agreement; Amendment This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes and merges all prior agreements or understandings, whether written or oral. This Agreement may not be amended, modified or revoked, in whole or in part, except by an agreement in writing signed by each of the parties hereto.

  • Entire Agreement; Amendment; Waiver This Agreement constitutes the entire and full understanding and agreement between the parties with regard to the subject matter hereof. Neither this Agreement nor any term hereof may be amended, waived, discharged or terminated, except by a written instrument signed by all the parties hereto.

  • Entire Agreement; Amendments; Waiver This Agreement constitutes the entire agreement among the parties with respect to the subject matter hereof and supersedes all other prior agreements and understandings, both written and oral, among the parties or any of them with respect to the subject matter hereof. This Agreement may be amended by the parties hereto and the terms and conditions hereof may be waived only by an instrument in writing signed on behalf of each of the parties hereto, or, in the case of a waiver, by an instrument signed on behalf of the party waiving compliance.

  • Entire Agreement; Amendment and Waiver This Agreement constitutes the entire understanding of the parties hereto and supersedes all prior understanding among such parties. This Agreement may be amended, and the observance of any term of this Agreement may be waived, with (and only with) the written consent of the Company and the Holders holding a majority of the then outstanding Registrable Securities.

  • Entire Agreement; Amendment of this Agreement This Agreement constitutes the entire agreement between the parties with respect to the Funds. No provision of this Agreement may be changed, waived, discharged or terminated orally, but only by an instrument in writing signed by the party against which enforcement of the change, waiver, discharge or termination is sought.

  • Entire Agreement; Amendment; Waivers This Agreement and ------------------------------------ the documents delivered pursuant to it constitute the entire agreement and understanding among the Parties and supersede all prior agreements and understandings, both written and oral, relating to the subject matter of this Agreement. This Agreement may be amended, modified or supplemented, and any right hereunder may be waived, if, but only if, the amendment, modification, supplement or waiver is in writing and signed by the Majority Stockholders, the Company and WORK. The waiver of any of the terms and conditions of this Agreement shall not be construed or interpreted as, or deemed to be, a waiver of any of its other term or conditions.

  • Assignment Entire Agreement Amendment This Agreement may be assigned only by Employer, and is freely assignable by Employer. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior understandings, communications and agreements concerning such subject matter; provided that, to the extent there is any conflict between this Agreement and any stock option grant agreement or plan, the provisions of this Agreement shall control. Neither this Agreement, nor any of its terms, can be changed, added to, waived or supplemented except in a written document signed by Executive and Employer, except that Employer may adopt or change any vacation, benefit, rules or other policy generally applicable to employees or a group or class of employees in its discretion.

  • Entire Agreement; Amendments This Agreement and the instruments referenced herein contain the entire understanding of the parties with respect to the matters covered herein and therein and, except as specifically set forth herein or therein, neither the Company nor the Buyer makes any representation, warranty, covenant or undertaking with respect to such matters. No provision of this Agreement may be waived or amended other than by an instrument in writing signed by the majority in interest of the Buyer.

  • Amendment; Entire Agreement This Agreement may not be amended or modified except by a written agreement executed by the parties hereto or their respective successors and legal representatives. This Agreement contains the entire agreement between the parties on the subjects covered and replaces all prior writings, proposals, specifications or other oral or written materials relating thereto.

  • Entire Agreement; Amendments; Waivers (a) This Agreement and the other Debt Documents constitute the entire agreement between the parties with respect to the subject matter hereof and thereof and supersede all prior understandings (whether written, verbal or implied) with respect to such subject matter. Section headings contained in this Agreement have been included for convenience only, and shall not affect the construction or interpretation of this Agreement. (b) Except for actions expressly permitted to be taken by Agent, no amendment, modification, termination or waiver of any provision of this Agreement or any other Debt Document, or any consent to any departure by Borrower therefrom, shall in any event be effective unless the same shall be in writing and signed by Agent, Borrower and Lenders having more than (x) 60% of the aggregate Commitments of all Lenders or (y) if such Commitments have expired or been terminated, 60% of the aggregate outstanding principal amount of the Term Loans (the “Requisite Lenders”); provided, however, that so long as a party that is a Lender hereunder on the Closing Date does not assign any portion of its Commitment or Term Loan, such Lender shall be deemed to be a Requisite Lender. Except as set forth in clause (c) below, all such amendments, modifications, terminations or waivers requiring the consent of any Lenders shall require the written consent of Requisite Lenders. (c) No amendment, modification, termination or waiver of any provision of this Agreement or any other Debt Document shall, unless in writing and signed by Agent and each Lender directly affected thereby: (i) increase or decrease any Commitment of any Lender or increase or decrease the Total Commitment (which shall be deemed to affect all Lenders), (ii) reduce the principal of or rate of interest on any Obligation or the amount of any fees payable hereunder, (iii) postpone the date fixed for any payment of principal of or interest on any Term Loan, or any fees hereunder, (iv) release all or substantially all of the Collateral, except as otherwise expressly permitted in the Debt Documents, (v) subordinate the lien granted in favor of the Agent securing the Obligations, (vi) release Borrower from its obligations hereunder and under the other Debt Documents or any guarantor from its guaranty of the Obligations or (vi) amend, modify, terminate or waive Section 8.4 or 10.8(b) or (c). (d) Notwithstanding any provision in this Section 10.8 to the contrary, no amendment, modification, termination or waiver affecting or modifying the rights or obligations of Agent hereunder shall be effective unless signed by Borrower, Agent and Requisite Lenders. (e) Subject to the terms and conditions of this Section 10.8, if Agent receives a written notice from Borrower requesting the consent of the Requisite Lenders to a proposed acquisition by Borrower that is not permitted under Section 7.5 or requesting the consent of the Requisite Lenders to a proposed amendment, modification or waiver of the Maxygen License Agreement to the extent required under Section 7.11(a), then, on or before the 15th day after the date on which Agent receives such notice (the “Response Date”), Agent shall advise Borrower in writing whether the consent of the Requisite Lenders to such acquisition or such amendment, modification or waiver has been obtained (the “Response”); provided that if Borrower does not receive a Response from Agent on or prior to the Response Date, Agent and all Lenders shall be deemed to have not consented to such acquisition or such amendment, modification or waiver.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!