Entire Agreement; Amendments, Etc. This Agreement contains the entire agreement and understanding of the parties hereto, and supersedes all prior agreements and understandings relating to the subject matter thereof. No modification, amendment, waiver or alteration of this Agreement or any provision or term hereof shall in any event be effective unless the same shall be in writing, executed by both parties hereto, and any waiver so given shall be effective only in the specific instance and for the specific purpose for which given.
Entire Agreement; Amendments, Etc. This Agreement and the Indemnification Agreement dated as of January 7, 2000 between the Company and Employee (as the Indemnification Agreement may be amended, restated or otherwise modified) contain the entire agreement and understanding of the parties hereto, and supersede all prior agreements and understandings relating to the subject matter hereof and thereof. Except as provided in Section 4.4(b), no modification, amendment, waiver or alteration of this Agreement or any provision or term hereof shall in any event be effective unless the same shall be in writing, executed by both parties hereto, and any waiver so given shall be effective only in the specific instance and for the specific purpose for which given.
Entire Agreement; Amendments, Etc. This Agreement and any agreement, document or instrument attached hereto or referred to herein integrate all terms and conditions mentioned herein or incidental hereto and supersede all oral negotiations and prior writings with respect to the subject matter hereof. In the event of any conflict between the terms, conditions and provisions of this Agreement and any terms, conditions and provisions of any such agreement, document or instrument, the terms, conditions and provisions of this Agreement shall prevail. No amendment or waiver of any provision of this Agreement and no consent to any departure by any party therefrom shall in any event be effective as to the Lenders under a Credit Agreement unless the same shall be in writing and signed by SEI and the Agent with the consent of the Required Lenders under such Credit Agreement, and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given; provided, however, that no amendment, waiver or consent shall, unless in writing and signed by the Agent with the consent of all of the Lenders under a Credit Agreement (a) reduce or limit the obligations of SEI hereunder, release SEI hereunder or otherwise limit SEI's liability with respect to the Guaranteed Obligations, in each case as to or arising under such Credit Agreement, (b) postpone any date fixed for payment hereunder in respect of Guaranteed Obligations arising under such Credit Agreement or (c) change the number of Lenders under such Credit Agreement or the percentage of the Commitments under such Credit Agreement that, in each case, shall be required for the such Lenders or any of them to take any action hereunder.
Entire Agreement; Amendments, Etc. THIS AGREEMENT, TOGETHER WITH THE NOTES, THE WARRANTS AND THE PURCHASE AGREEMENTS AND THE OTHER TRANSACTION DOCUMENTS (AS DEFINED IN THE PURCHASE AGREEMENTS), REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES SOLELY WITH RESPECT TO THE SUBJECT MATTER HEREOF AND THEREOF AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN AGREEMENTS BETWEEN THE PARTIES. No waiver of any provision of this Agreement, and no consent to any departure by Borrower herefrom, shall in any event be effective unless the same shall be in writing and signed by Lender, and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given, provided that any party may give a waiver in writing as to itself. No amendment of any provision of this Agreement shall be effective unless the same shall be in writing and signed by both Borrower and Lender.
Entire Agreement; Amendments, Etc. This Agreement contains the entire agreement and understanding of the parties hereto, and supersedes all prior agreements and understandings relating to the subject matter hereof. Except as provided in SECTION 4.4(b), no modification, amendment, waiver or alteration of this Agreement or any provision or term hereof shall in any event be effective unless the same shall be in writing, executed by both parties hereto, and any waiver so given shall be effective only in the specific instance and for the specific purpose for which given.
Entire Agreement; Amendments, Etc. This Agreement supersedes and terminates any and all prior existing agreements between the parties hereto relating to the subject matter hereof and constitutes the complete understanding between the parties hereto. No alteration, amendment, or modification of any of the terms and provisions of this Agreement shall be valid unless made pursuant to an instrument in writing signed by a duly authorized representative of the parties hereto. All remedies, rights, undertakings, obligations, and agreements contained in this Agreement shall be cumulative and none of them shall be in limitation of any other remedy, right, undertaking, obligation or agreement of either party. This Agreement shall be construed and enforced in accordance with the laws of the State of Delaware.
Entire Agreement; Amendments, Etc. This Agreement and the other Loan Documents constitute the entire agreement of Lender and Borrower with respect to the Loan. No amendment of any provision of this Agreement, nor consent to any departure by Borrower therefrom, shall in any event be effective unless the same shall be in writing and signed by Lender, and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given.
Entire Agreement; Amendments, Etc. This Agreement constitutes the entire understanding of the parties with respect to the transactions contemplated hereby. Any consent or approval required or permitted by this Agreement to be given by AMR may be given, and any term of this Agreement may be amended, and the performance or observance by any Borrower of any terms of this Agreement or the continuance of any Event or Default by such Borrower, or any condition or term hereof, may be waived (either generally or in a particular instance and either retroactively or prospectively) with, but only with, the written consent of such Borrower and AMR. No waiver shall extend to or affect any obligation not expressly waived or impair any right consequent thereon. No course of dealing or delay or omission on the part of AMR in exercising any right shall operate as a waiver thereof or otherwise be prejudicial thereto. No notice to or demand on any Borrower shall entitle such Borrower to other or further notice in similar or other circumstances.
Entire Agreement; Amendments, Etc. 18.1 This Agreement constitutes the entire agreement and understanding between the parties with respect to the subject matter hereof and supersedes all prior agreements, understandings, negotiations and discussions whether oral or written of the parties, and there are no representations, warranties or conditions expressed or implied or otherwise between the parties in connection with the subject matter hereof, except as specifically set forth herein. No amendment to the terms and conditions hereof or waiver in respect thereto shall be binding unless it is in writing and signed by duly authorised representatives of both parties.
18.2 Notwithstanding the foregoing, a breach by any party of its obligations under the Principal Intellectual Property Agreement shall be deemed to be a default under this Agreement
18.3 Nothing in this Agreement shall be interpreted so as to permit either party to do anything which would be prohibited by the Principal Intellectual Property Agreement. In the event of any conflict between this Agreement and the Principal Intellectual Property Agreement, the latter two shall be paramount.
Entire Agreement; Amendments, Etc. This Agreement and the Agreements referred to herein contain the entire agreement and understanding of the parties hereto, and supersedes all prior agreements and understandings relating to the subject matter thereof including that certain letter agreement between Executive and the Company dated March 14, 2000. No modification, amendment, waiver or alteration of this Agreement or any provision or term hereof shall in any event be effective unless the same shall be in writing, executed by both parties hereto, and any waiver so given shall be effective only in the specific instance and for the specific purpose for which given.
