Common use of Entire Agreement; Assignment Clause in Contracts

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of the other parties hereto.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b7.05(b), all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law Law or otherwise) by any party without the prior express written consent of the other parties hereto.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), supersede all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of the other parties hereto.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b8.03(b), all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of the other parties hereto.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b7.03(b), all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of the other parties hereto.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), supersede all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality AgreementNon-Disclosure Agreement or as set forth in Section 7.04(b). This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of the other parties hereto.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), all prior agreements agreements, and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of the other parties hereto.

Entire Agreement; Assignment. This Agreement and (together with the Ancillary Agreements constitute Documents) constitutes the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), supersedes all other prior agreements and undertakingsunderstandings, both written and oral, among the parties, or any of them, Parties with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall may not be assigned by any Party (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of the other parties heretoParties. Any attempted assignment of this Agreement not in accordance with the terms of this Section 9.2 shall be void.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b7.2(b), all prior agreements and undertakings, both written and oral, among the partiesParties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party Party without the prior express written consent of the other parties Parties hereto.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law Law or otherwise) by any party without the prior express written consent of the other parties Parties hereto.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b8.04(b), all prior agreements and undertakings, both written and oral, among the partiesParties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party Party without the prior express written consent of the other parties heretoParties.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Non-Disclosure Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of the other parties hereto.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), all prior agreements agreements, and undertakings, both written and oral, among the partiesParties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party Party without the prior express written consent of the other parties Parties hereto.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), all prior agreements and undertakings, both written and oral, among the partiesParties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party Party without the prior express written consent of the other parties heretoParties.

Entire Agreement; Assignment. This Agreement (together with the Ancillary Documents and the Ancillary Agreements constitute Confidentiality Agreement) constitutes the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), supersedes all other prior agreements and undertakingsunderstandings, both written and oral, among the parties, or any of them, Parties with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall may not be assigned by any Party (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of Acquiror and the other parties heretoCompany. Any attempted assignment of this Agreement not in accordance with the terms of this Section 9.2 shall be void.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), 7.5(b) all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law Law or otherwise) by any party without the prior express written consent of the other parties hereto.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b8.06(b), all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Non-Disclosure Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of the other parties hereto.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b7.05(b), all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law Law or otherwise) by any party without the prior express written consent of the other parties heretoparties.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties with respect to the subject matter hereof and supersedeand, except as set forth in Section 7.04(b7.05(b), supersede all prior agreements and undertakings, both undertakings (whether written and oral, ) among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law Law or otherwise) by any party without the prior express written consent of the other parties hereto.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements Agreements, together with the Confidentiality Agreement, constitute the entire agreement among the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), supersede all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of the other parties hereto.

Entire Agreement; Assignment. This Agreement, together with the Business Combination Agreement and the Ancillary Agreements constitute Documents, constitutes the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), supersedes all other prior agreements and undertakingsunderstandings, both written and oral, among the parties, or any of them, Parties with respect to the subject matter hereof, except for hereof or the Confidentiality Agreementtransactions contemplated hereby. This Agreement shall may not be assigned by any Party (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of the other parties heretoParties. Any attempted assignment of this Agreement not in accordance with the terms of this Section 9 shall be void.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b10.03(b), all prior agreements and undertakings, both written and oral, among the partiesParties, or any of them, with respect to the subject matter hereof, except for the Confidentiality AgreementAgreements. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party Party without the prior express written consent of the other parties heretoParties.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b7.4(b), all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of the other parties heretohereto (which consent may be by email).

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality AgreementAgreements. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of the other parties hereto.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), all prior agreements and undertakings, both written and oral, among the partiesParties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law Law or otherwise) by any party without the prior express written consent of the other parties heretoParties.

Entire Agreement; Assignment. This Agreement and (together with the Ancillary Agreements constitute Documents) constitutes the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), supersedes all other prior agreements and undertakingsunderstandings, both written and oral, among the parties, or any of them, Parties with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall may not be assigned by any Party (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of SPAC and the other parties heretoCompany. Any attempted assignment of this Agreement not in accordance with the terms of this Section 8.2 shall be void.

Entire Agreement; Assignment. This Agreement and (together with the Ancillary Agreements constitute Documents) (a) constitutes the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), supersedes all other prior agreements and undertakingsunderstandings, both written and oral, among the parties, or any of them, Parties with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned by any Party (whether pursuant to a merger, by operation of law or otherwise) by any party ), other than for collateral purposes, without the prior express written consent of KBL and the other parties heretoStockholder Representative. Any attempted assignment of this Agreement not in accordance with the terms of this Section 9.1 shall be void.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties hereto with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Non-Disclosure Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of the other parties hereto.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), supersede all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of the other parties hereto.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among between the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), thereof and supersede all prior agreements and undertakings, both written and oral, among between the parties, or any of them, parties with respect to the subject matter hereof, except for the Confidentiality Agreementhereof and thereof. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party otherwise without the prior express written consent of the other parties heretoparty.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b7.04b), all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of the other parties hereto.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among between the parties with respect to the subject matter hereof and thereof and supersede, except as set forth in Section 7.04(b7.05(c), all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreementhereof and thereof. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party without otherwise (except to the prior express written consent of the other parties heretoSurviving Entity).

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b‎Section 7.05(b), all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law Law or otherwise) by any party without the prior express written consent of the other parties hereto.

Entire Agreement; Assignment. This Agreement and together with the Ancillary Agreements Documents constitute the entire agreement among the parties Parties with respect to the subject matter hereof hereof, and supersede, except as set forth in Section 7.04(b), supersede all other prior agreements and undertakingsunderstandings, both written and oral, among the parties, Parties or any of them, them with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party Party without the prior express written consent of all other Parties. No assignment shall relieve the other parties heretoassigning party of any obligation hereunder.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements Agreements, together with the Confidentiality Agreement, constitute the entire agreement among the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), supersede all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereofhereof (including, except for the Confidentiality Agreementavoidance of doubt, the Prior BCA). This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of the other parties hereto.

Entire Agreement; Assignment. This Agreement and (together with the Ancillary Agreements constitute Documents) (a) constitutes the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), supersedes all other prior agreements and undertakingsunderstandings, both written and oral, among the parties, or any of them, Parties with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned by any Party (whether pursuant to a merger, by operation of law or otherwise) by any party ), other than for collateral purposes, without the prior express written consent of HYAC and the other parties heretoSeller Representative. Any attempted assignment of this Agreement not in accordance with the terms of this Section 10.1 shall be void.

Entire Agreement; Assignment. This Agreement (together with the Ancillary Documents and the Ancillary Agreements constitute Confidentiality Agreement) constitutes the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), supersedes all other prior agreements and undertakingsunderstandings, both written and oral, among the parties, or any of them, Parties with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall may not be assigned by any Party (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of Acquirer and the other parties heretoCompany. Any attempted assignment of this Agreement not in accordance with the terms of this Section 9.2 shall be void.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), supersede all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Non-Disclosure Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of the other parties hereto.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(bSections 6.03(b), all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of the other parties hereto).

Entire Agreement; Assignment. This Agreement and (together with the Ancillary Agreements constitute Documents) constitutes the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), supersedes all other prior agreements and undertakingsunderstandings, both written and oral, among the parties, or any of them, Parties with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall may not be assigned by any Party (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of each of the other parties Parties hereto. Any attempted assignment of this Agreement not in accordance with the terms of this Section 9.2 shall be void.

Entire Agreement; Assignment. This Agreement, together with the Business Combination Agreement and the Ancillary Agreements constitute Documents, constitutes the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), supersedes all other prior agreements and undertakingsunderstandings, both written and oral, among the parties, or any of them, Parties with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall may not be assigned by any Party (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of the other parties heretoParties. Any attempted assignment of this Agreement not in accordance with the terms of this Section 9 shall be void.

Entire Agreement; Assignment. This Agreement and (together with the Ancillary Agreements constitute Documents) constitutes the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), supersedes all other prior agreements and undertakingsunderstandings, both written and oral, among the parties, or any of them, Parties with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall may not be assigned by any Party (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of (a) Buyer and the other parties heretoCompany prior to Closing and (b) Buyer after the Closing. Any attempted assignment of this Agreement not in accordance with the terms of this Section 8.2 shall be void.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements and other Transaction Documents constitute the entire agreement among the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), supersede all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of the other parties hereto).

Entire Agreement; Assignment. This Agreement and (together with the Ancillary Agreements constitute Documents including any exhibits and schedules attached hereto or thereto) constitutes the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), supersedes all other prior agreements and undertakingsunderstandings, both written and oral, among the parties, or any of them, Parties with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall may not be assigned by any Party (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of the other parties heretoParty. Any attempted assignment of this Agreement not in accordance with the terms of this Section 8.2 shall be void.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), supersede all prior agreements and undertakings, both written and oral, among the partiesParties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law Law or otherwise) by any party without the prior express written consent of the other parties Parties hereto.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b)7.4, all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of the other parties hereto.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties hereto with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b9.05(b), all prior agreements and undertakings, both written and oral, among the partiesparties hereto, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent of the other parties hereto.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law Law or otherwise) by any party without the prior express written consent of the other parties hereto.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b7.03(b), all prior agreements and undertakings, both written and oral, among the partiesParties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law Law or otherwise) by any party without the prior express written consent of the other parties heretoParties.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), supersede all prior and contemporaneous agreements and undertakings, both written and oral, among the partiesParties, or any of them, with respect to the subject matter hereof. No Party shall assign, except for grant or otherwise transfer the Confidentiality Agreement. This benefit of the whole or any part of this Agreement shall not be assigned or any of the rights hereunder (whether pursuant to a merger, by operation of law Law or otherwise) by any party Party without the prior express written consent of the other parties heretoParties.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), all prior agreements and undertakings, both written and oral, among the parties, Parties or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law Law or otherwise) by any party Party without the prior express written consent of the other parties heretoParties.

Entire Agreement; Assignment. This Agreement and (together with the Ancillary Agreements constitute Documents) constitutes the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), supersedes all other prior agreements and undertakingsunderstandings, both written and oral, among the parties, or any of them, Parties with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall may not be assigned by any Party (whether pursuant to a merger, by operation of law Law or otherwise) by any party without the prior express written consent of Rotor and the other parties heretoCompany. Any attempted assignment of this Agreement not in accordance with the terms of this Section 8.2 shall be void, ab initio.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b6.3(b), all prior agreements and undertakings, both written and oral, among the partiesParties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Non-Disclosure Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law or otherwise) by any party Party without the prior express written consent of the other parties Parties hereto.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements Documents (a) constitute the entire agreement among the parties hereto with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), supersedes all other prior agreements and undertakingsunderstandings, both written and oral, among the parties, or any of them, parties hereto with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement hereof and (b) shall not be assigned by any party hereto (whether pursuant to a merger, by operation of law or otherwise) by any party ), other than for collateral purposes, without the prior express written consent of Parent, Merger Sub and the other parties heretoRepresentative. Any attempted assignment of this Agreement not in accordance with the terms of this Section 9.1 shall be void.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among of the parties hereto with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), thereof and supersede all prior agreements and undertakings, both written and oral, among between the parties, or any of them, parties hereto with respect to the subject matter hereof, except for the Confidentiality Agreementhereof and thereof. This Agreement shall may not be assigned (whether pursuant to a merger, by operation of law Law or otherwise) by any a party hereto without the prior express written consent of the other parties party hereto, provided that no such assignment shall relieve the assigning party of its obligations hereunder.

Entire Agreement; Assignment. This Agreement and (a) together with the Ancillary Agreements constitute Documents, constitutes the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), supersedes all other prior agreements and undertakingsunderstandings, both written and oral, among the parties, or any of them, Parties with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement hereof and (b) shall not be assigned by any Party (whether pursuant to a merger, by operation of law Law or otherwise) by any party without the prior express written consent of Parent and the other parties heretoSeller Representative. Any attempted assignment of this Agreement not in accordance with the terms of this Section 8.2 shall be void.

Entire Agreement; Assignment. This Agreement and (together with the Ancillary Agreements constitute Documents) constitutes the entire agreement among the parties Parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b), supersedes all other prior agreements and undertakingsunderstandings, both written and oral, among the parties, or any of them, Parties with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall may not be assigned by any Party (whether pursuant to a merger, by operation of law or otherwise) by any party without the prior express written consent Consent of each of the other parties Parties hereto. Any attempted assignment of this Agreement not in accordance with the terms of this Section 9.2 shall be void.

Entire Agreement; Assignment. This Agreement and the Ancillary Agreements constitute the entire agreement among the parties with respect to the subject matter hereof and supersede, except as set forth in Section 7.04(b8.05(b), all prior agreements and undertakings, both written and oral, among the parties, or any of them, with respect to the subject matter hereof, except for the Confidentiality Agreement. This Agreement shall not be assigned (whether pursuant to a merger, by operation of law Law or otherwise) by any party without the prior express written consent of the other parties hereto.