Common use of Entire Agreement; Modification/Counterparts Clause in Contracts

Entire Agreement; Modification/Counterparts. This document (and the Work Statement and Appendices attached hereto) sets forth the entire Agreement between the Parties hereto with respect to the performance of the Program by Gallus for Customer and as such, supersedes all prior and contemporaneous negotiations, agreements, representations, understandings, and commitments with respect thereto and shall take precedence over all terms, conditions and provisions on any purchase order form or form of order acknowledgment or other document purporting to address the same subject matter. This Agreement shall not be waived, released, discharged, changed or modified in any manner except by an instrument signed by the duly authorized officers of each of the Parties hereto, which instrument shall make specific reference to this Agreement and shall express the plan or intention to modify same. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. In the event of any conflict between this Agreement and a Work Statement, as it may be modified as provided herein, the terms of this Agreement shall control unless the Work Statement expressly provides otherwise. For purposes of execution, facsimile signatures shall be deemed originals.

Appears in 2 contracts

Samples: Development and Manufacturing Services Agreement (Mabvax Therapeutics Holdings, Inc.), Development and Manufacturing Services Agreement (Mabvax Therapeutics Holdings, Inc.)

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Entire Agreement; Modification/Counterparts. This document Agreement (and including the Work Statement Scope and Appendices attached hereto) sets forth the entire Agreement agreement between the Parties hereto with respect to the performance of the Program by Gallus Laureate for Customer and as such, supersedes all prior and contemporaneous negotiations, agreements, representations, understandings, and commitments with respect thereto and shall take precedence over all terms, conditions and provisions on any purchase order form or form of order acknowledgment or other document purporting to address the same subject matter. This Agreement shall not be waived, released, discharged, changed or modified in any manner except by an instrument signed by the duly authorized officers of each of the Parties hereto, which instrument shall make specific reference to this Agreement and shall express the plan or intention to modify same. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. In the event of any conflict between this Agreement and a Work Statementthe Scope, as it may be modified as provided herein, the terms of this Agreement shall control unless the Work Statement expressly provides otherwisecontrol. For purposes of execution, facsimile signatures shall be deemed originals.

Appears in 1 contract

Samples: Biopharmaceutical Manufacturing and Services Agreement (Immunogen Inc)

Entire Agreement; Modification/Counterparts. This document (and the Work Statement and Appendices attached hereto) sets forth the entire Agreement between the Parties hereto with respect to the performance of the Program by Gallus for Customer and as such, supersedes all prior and contemporaneous negotiations, agreements, representations, understandings, and commitments with respect thereto and shall take precedence over all terms, conditions and provisions on any purchase order form or form of order acknowledgment or other document purporting to address the same subject matter. This Agreement shall not be waived, released, discharged, changed or modified in any manner except by an instrument signed by the duly authorized officers of each of the Parties hereto, which instrument shall make specific reference to this Agreement and shall express the plan or intention to modify same. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. In the event of any conflict between this Agreement and a the Work Statement, as it may be modified as provided herein, the terms of this Agreement shall control unless the Work Statement expressly provides otherwisecontrol. For purposes of execution, facsimile signatures shall be deemed originals.

Appears in 1 contract

Samples: Development and Manufacturing Services Agreement (Omni Bio Pharmaceutical, Inc.)

Entire Agreement; Modification/Counterparts. This document (and Agreement, together with the Work Statement Statements and Appendices attached hereto) , sets forth the entire Agreement agreement between the Parties hereto with respect to the performance of the Program by Gallus Xxxxxxx for Customer and as such, supersedes all prior and contemporaneous negotiations, agreements, representations, understandings, and commitments with respect thereto and shall will take precedence over all terms, conditions and provisions on of any purchase order form or form of order acknowledgment or other document purporting to address the same subject matter. This Agreement shall will not be waived, released, discharged, changed or modified in any manner except by an instrument signed by the duly authorized officers of each of the Parties hereto, which instrument shall will make specific reference to this Agreement and shall will express the plan or intention to modify same. This Agreement may be executed in one or more counterparts, each of which shall will be deemed an original but all of which together shall will constitute one and the same instrument. In the event of any conflict between this Agreement and a Work Statement, as it may be modified as provided herein, the terms of this Agreement shall control unless the Work Statement expressly provides otherwise. For purposes of execution, facsimile signatures shall will be deemed originals.

Appears in 1 contract

Samples: Development and Manufacturing Services Agreement (Freeline Therapeutics Holdings PLC)

Entire Agreement; Modification/Counterparts. This document (and the Work Statement Scope and Appendices attached hereto) sets forth the entire Agreement between the Parties hereto with respect to the performance of the Program by Gallus Laureate for Customer and as such, supersedes all prior and contemporaneous negotiations, agreements, representations, understandings, and commitments with respect thereto and shall take precedence over all terms, conditions and provisions on any purchase order form or form of order acknowledgment or other document purporting to address the same subject matter. This Agreement shall not be waived, released, discharged, changed or modified in any manner except by an instrument signed by the duly authorized officers of each of the Parties hereto, which instrument shall make specific reference to this Agreement and shall express the plan or intention to modify same. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. In the event of any conflict between this Agreement and a Work Statementthe Scope, as it may be modified as provided herein, the terms of this Agreement shall control unless the Work Statement expressly provides otherwisecontrol. For purposes of execution, facsimile signatures shall be deemed originals.

Appears in 1 contract

Samples: Biopharmaceutical Manufacturing Services Agreement (Seattle Genetics Inc /Wa)

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Entire Agreement; Modification/Counterparts. This document (and Agreement, together with the Work Statement Product Addendum and Appendices attached hereto) , the DMSA and the Quality Agreement sets forth the entire Agreement agreement between the Parties hereto with respect to the performance of the Program by Gallus for Customer subject matter hereof and as such, supersedes all prior and contemporaneous negotiations, agreements, representations, understandings, and commitments with respect thereto and shall will take precedence over all terms, conditions and provisions on of any purchase order form or form of order acknowledgment or other document purporting to address the same subject matter. This Agreement shall will not be waived, released, discharged, changed or modified in any manner except by an instrument signed by the duly authorized officers of each of the Parties heretoParties, which instrument shall will make specific reference to this Agreement and shall will express the plan or intention to modify same. This Agreement may be executed in one or more counterparts, each of which shall will be deemed an original but all of which together shall will constitute one and the same instrument. In the event of any conflict between this Agreement and a Work Statement, as it may be modified as provided herein, the terms of this Agreement shall control unless the Work Statement expressly provides otherwise. For purposes of execution, facsimile signatures shall by facsimile, PDF format or other electronic transmission will be deemed originalsto bind each Party as if they were original signatures.

Appears in 1 contract

Samples: Dedicated Manufacturing and Commercial Supply Agreement (Freeline Therapeutics Holdings LTD)

Entire Agreement; Modification/Counterparts. a) This document (and instrument including the Work Statement and attached Appendices attached hereto) sets forth the entire Agreement agreement between the Parties hereto with respect to the performance of the Program by Gallus Fujifilm for Customer Sponsor as well as all of Sponsor’s obligations with respect to the Program and the purchase of Product and as such, supersedes all prior and contemporaneous negotiations, agreements, representations, understandings, and commitments with respect thereto and shall take precedence over all terms, conditions and provisions on any purchase order form or form of order acknowledgment or other document purporting to address the same subject matter. This Agreement shall not be waived, released, discharged, changed or modified in any manner except by an instrument signed by the duly authorized officers of each of the Parties hereto, which instrument shall make specific reference to this Agreement and shall express the plan or intention to modify same. . b) This Agreement may be executed in one or more counterparts, counterparts each of which shall be deemed an original but all of which together shall constitute one and the same instrument. In the event of any conflict between this Agreement and a Work Statement, as it may be modified as provided herein, the terms [**] = Portions of this Agreement shall control unless exhibit have been omitted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Work Statement expressly provides otherwise. For purposes of execution, facsimile signatures shall be deemed originalsCommission.

Appears in 1 contract

Samples: Commercial Supply Agreement (Synageva Biopharma Corp)

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