Common use of Entire Agreement; Construction Clause in Contracts

Entire Agreement; Construction. This Agreement, the Distribution Agreement, all other Transaction Agreements and the Merger Agreement, including any annexes, schedules and exhibits hereto or thereto, and other agreements and documents referred to herein and therein, will together constitute the entire agreement between the parties with respect to the subject matter hereof and thereof and will supersede all prior negotiations, agreements and understandings of the parties of any nature, whether oral or written, with respect to such subject matter. Notwithstanding any other provisions in this Agreement to the contrary, in the event and to the extent that there is a conflict relating to Taxes between the provisions of this Agreement and the provisions of the Distribution Agreement, any other Transaction Agreement or the Merger Agreement, the provisions of this Agreement will control.

Entire Agreement; Construction. This Agreement, the Distribution Agreement, all other Transaction Ancillary Agreements and the Merger Exchange Agreement, including including, without limitation, any annexes, schedules and exhibits hereto or thereto, and other agreements and documents referred to herein and therein, will together constitute the entire agreement between the parties with respect to the subject matter hereof and thereof and will supersede all prior negotiations, agreements and understandings of the parties of any nature, whether oral or written, with respect to such subject matter. Notwithstanding any other provisions in this Agreement the Transaction Agreements to the contrary, in the event and to the extent that there is a conflict relating to Taxes between the provisions of this Agreement and the provisions of the Distribution Agreement, any other Transaction Employee Matters Agreement or the Merger Tax Allocation Agreement, the provisions of this the Employee Matters Agreement or the Tax Allocation Agreement, as appropriate, will control.

Entire Agreement; Construction. This Agreement, the Distribution Agreement, all the other Transaction Separation Agreements and the Merger AgreementFinancing Agreements, including any annexes, schedules and exhibits hereto or thereto, and other agreements and documents referred to herein and therein, will together constitute the entire agreement between the parties with respect to the subject matter hereof and thereof and will supersede all prior negotiations, agreements and understandings of the parties of any nature, whether oral or written, with respect to such subject matter. Notwithstanding any other provisions in this Agreement the Separation Agreements to the contrary, in the event and to the extent that there is a conflict relating to Taxes between the provisions of this Agreement and the provisions of the Distribution Agreement, Agreement or any other Transaction Agreement or the Merger Separation Agreement, the provisions of this Agreement will control.

Entire Agreement; Construction. This Agreement, the Distribution Agreement, all the other Transaction Separation Agreements and the Merger AgreementFinancing Agreements, including any annexes, schedules and exhibits hereto or thereto, and other agreements and documents referred to herein and therein, will together constitute the entire agreement between the parties with respect to the subject matter hereof and thereof and will supersede all prior negotiations, agreements and understandings of the parties of any nature, whether oral or written, with respect to such subject matter. Notwithstanding any other provisions in this Agreement the Separation Agreements to the contrary, in the event and to the extent that there is a conflict relating to Taxes between the provisions of this Agreement and the provisions of the Distribution Agreement, any other Transaction Agreement or the Merger Agreement, the provisions of this Agreement will control.

Entire Agreement; Construction. This Agreement, the Distribution Agreement, all other Transaction Agreements and the Merger AgreementAgreements, including including, without limitation, any annexes, schedules and exhibits hereto or thereto, and other agreements and documents referred to herein and therein, will together constitute the entire agreement between the parties with respect to the subject matter hereof and thereof and will supersede all prior negotiations, agreements and understandings of the parties of any nature, whether oral or written, with respect to such subject matter. Notwithstanding any other provisions in this Agreement to the contrary, in the event and to the extent that there is shall be a conflict relating to Taxes between the provisions of this Agreement and the provisions of the Distribution Agreement, Agreement or any other Transaction Agreement or the Merger Agreement, the provisions of this Agreement will shall control.

Entire Agreement; Construction. This Agreement, the Distribution Agreement, all other 32 36 Transaction Agreements and the Merger AgreementAgreements, including any annexes, schedules and exhibits hereto or thereto, and other agreements and documents referred to herein and therein, will together constitute the entire agreement between the parties with respect to the subject matter hereof and thereof and will shall supersede all prior negotiations, agreements and understandings of the parties of any nature, whether oral or written, with respect to such subject matter. Notwithstanding any other provisions in this Agreement to the contrary, in the event and to the extent that there is shall be a conflict relating to Taxes between the provisions of this Agreement and the provisions of the Distribution Agreement, Agreement or any other Transaction Agreement or the Merger Agreement, the provisions of this Agreement will shall control.

Entire Agreement; Construction. This Agreement, the Distribution Agreement, all other Transaction Agreements and the Merger AgreementAgreements, including any annexes, schedules and exhibits hereto or thereto, and other agreements and documents referred to herein and therein, will together constitute the entire agreement between the parties with respect to the subject matter hereof and thereof and will shall supersede all prior negotiations, agreements and understandings of the parties of any nature, whether oral or written, with respect to such subject matter. Notwithstanding any other provisions in this Agreement to the contrary, in the event and to the extent that there is shall be a conflict relating to Taxes between the provisions of this Agreement and the provisions of the Distribution Agreement, Agreement or any other Transaction Agreement or the Merger Agreement, the provisions of this Agreement will shall control.