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.
Appears in 19 contracts
Samples: Agreement and Plan of Merger and Reorganization (Amprius Technologies, Inc.), Business Combination Agreement (Kensington Capital Acquisition Corp. V), Business Combination Agreement (Arrival)
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.
Appears in 9 contracts
Samples: Business Combination Agreement and Plan of Reorganization (DHC Acquisition Corp.), Business Combination Agreement (Prime Impact Acquisition I), Business Combination Agreement (Galata Acquisition Corp.)
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.
Appears in 5 contracts
Samples: Business Combination Agreement (Mobix Labs, Inc), Merger Agreement and Plan of Reorganization (Progressive Care Inc.), Merger Agreement and Plan of Reorganization (NextPlat Corp)
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.
Appears in 5 contracts
Samples: Business Combination Agreement (Wallbox N.V.), Business Combination Agreement (Kensington Capital Acquisition Corp. II), Business Combination Agreement (CIIG Merger Corp.)
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.
Appears in 4 contracts
Samples: Business Combination Agreement (Berenson Acquisition Corp. I), Registration Rights Agreement (Golden Arrow Merger Corp.), Business Combination Agreement (Fintech Ecosystem Development Corp.)
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.
Appears in 4 contracts
Samples: Stockholder Support Agreement (Goldenstone Acquisition Ltd.), Business Combination Agreement (Qt Imaging Holdings, Inc.), Business Combination Agreement (Anzu Special Acquisition Corp I)
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.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Parsec Capital Acquisitions Corp.), Agreement and Plan of Merger (Alset Capital Acquisition Corp.), Agreement and Plan of Merger (American Acquisition Opportunity Inc.)
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.
Appears in 3 contracts
Samples: Business Combination Agreement (Focus Impact BH3 Acquisition Co), Business Combination Agreement (Silverbox Engaged Merger Corp I), Business Combination Agreement (Jaws Acquisition Corp.)
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.
Appears in 3 contracts
Samples: Registration Rights Agreement (Good Works II Acquisition Corp.), Business Combination Agreement (TPG Pace Solutions Corp.), Business Combination Agreement (TPG Pace Tech Opportunities Corp.)
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.
Appears in 3 contracts
Samples: Merger Agreement and Plan of Reorganization (Breeze Holdings Acquisition Corp.), Merger Agreement and Plan of Reorganization (Breeze Holdings Acquisition Corp.), Merger Agreement and Plan of Reorganization (Isleworth Healthcare Acquisition Corp.)
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.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Akerna Corp.), Agreement and Plan of Merger (Adit EdTech Acquisition Corp.)
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.
Appears in 2 contracts
Samples: Business Combination Agreement (OTR Acquisition Corp.), Business Combination Agreement (OTR Acquisition Corp.)
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.
Appears in 2 contracts
Samples: Business Combination Agreement (Bellevue Life Sciences Acquisition Corp.), Business Combination Agreement (Bellevue Life Sciences Acquisition Corp.)
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.
Appears in 2 contracts
Samples: Business Combination Agreement and Plan of Reorganization (Jet Token Inc.), Business Combination Agreement and Plan of Reorganization (Oxbridge Acquisition Corp.)
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.
Appears in 2 contracts
Samples: Business Combination Agreement (WinVest Acquisition Corp.), Business Combination Agreement (WinVest Acquisition Corp.)
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.
Appears in 2 contracts
Samples: Business Combination Agreement and Plan of Reorganization (Lion Electric Co), Business Combination Agreement and Plan of Reorganization (Northern Genesis Acquisition Corp.)
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.
Appears in 2 contracts
Samples: Merger Agreement and Plan of Reorganization (Hennessy Capital Investment Corp. V), Merger Agreement and Plan of Reorganization (Hennessy Capital Investment Corp. V)
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.
Appears in 2 contracts
Samples: Business Combination Agreement and Plan of Reorganization (Decarbonization Plus Acquisition Corp III), Business Combination Agreement and Plan of Reorganization (Decarbonization Plus Acquisition Corp)
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.
Appears in 2 contracts
Samples: Business Combination Agreement (Maquia Capital Acquisition Corp), Business Combination Agreement (Maquia Capital Acquisition Corp)
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.
Appears in 2 contracts
Samples: Registration Rights Agreement (GX Acquisition Corp.), Merger Agreement and Plan of Reorganization (Hennessy Capital Acquisition Corp IV)
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).
Appears in 1 contract
Samples: Ownership Limit Waiver Agreement (Newkirk Master Lp)
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.
Appears in 1 contract
Samples: Business Combination Agreement (CHW Acquisition Corp)
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.
Appears in 1 contract
Samples: Business Combination Agreement (Haymaker Acquisition Corp.)
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.
Appears in 1 contract
Samples: Letter Agreement (Spartan Energy Acquisition Corp.)
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.
Appears in 1 contract
Samples: Business Combination Agreement (Marblegate Acquisition Corp.)
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 hereto.Parties. 181
Appears in 1 contract
Samples: Limited Liability Company Agreement (Cartesian Growth Corp)
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.
Appears in 1 contract
Samples: Business Combination Agreement (McAp Acquisition Corp)
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.
Appears in 1 contract
Samples: Business Combination Agreement (Concord Acquisition Corp)
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.
Appears in 1 contract
Samples: Business Combination Agreement (IG Acquisition Corp.)
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.
Appears in 1 contract
Samples: Business Combination Agreement (Perception Capital Corp. III)
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 (whether pursuant to a merger, by operation of law or otherwise) by any party Party without the prior express written consent approval of the other parties heretoParties. Any attempted assignment of this Agreement not in accordance with the terms of this Section 10.2 shall be void.
Appears in 1 contract
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.
Appears in 1 contract
Samples: Business Combination Agreement and Plan of Reorganization (Spartan Acquisition Corp. III)
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.
Appears in 1 contract
Samples: Business Combination Agreement and Plan of Reorganization (First Reserve Sustainable Growth Corp.)
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.
Appears in 1 contract
Samples: Business Combination Agreement (KBL Merger Corp. Iv)
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.
Appears in 1 contract
Samples: Securities Purchase Agreement (Ascent Solar Technologies, Inc.)
Entire Agreement; Assignment. This Agreement (together with the Confidentiality 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 9.2 shall be void.
Appears in 1 contract
Samples: Business Combination Agreement (Investindustrial Acquisition Corp.)
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, 76 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.
Appears in 1 contract
Samples: Business Combination Agreement (Kensington Capital Acquisition Corp.)
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.
Appears in 1 contract
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.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Logan's Roadhouse of Kansas, Inc.)
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.
Appears in 1 contract
Samples: Separation Agreement (Viacom Inc)
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.
Appears in 1 contract
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).
Appears in 1 contract
Samples: Business Combination Agreement (ShoulderUP Technology Acquisition Corp.)
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.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Virgin Group Acquisition Corp. II)
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).
Appears in 1 contract
Samples: Registration Rights Agreement (DFB Healthcare Acquisitions Corp.)
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.
Appears in 1 contract
Samples: Agreement and Plan of Merger (CA Healthcare Acquisition Corp.)
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.
Appears in 1 contract
Samples: Business Combination Agreement (Athena Technology Acquisition Corp.)
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.
Appears in 1 contract
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.
Appears in 1 contract
Samples: Transaction Agreement (Riverview Acquisition Corp.)
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.
Appears in 1 contract
Samples: Business Combination Agreement (Pioneer Merger Corp.)
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.
Appears in 1 contract
Samples: Business Combination Agreement (Apex Technology Acquisition Corp)
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.
Appears in 1 contract
Samples: Business Combination Agreement (Oxus Acquisition Corp.)
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.
Appears in 1 contract
Samples: Business Combination Agreement and Plan of Reorganization (Novus Capital Corp II)
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).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Barington/Hilco Acquisition Corp.)
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.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Rotor Acquisition Corp.)
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.
Appears in 1 contract
Samples: Merger Agreement and Plan of Reorganization (FG Merger Corp.)
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.
Appears in 1 contract
Samples: Registration Rights Agreement (Live Oak Acquisition Corp II)
