Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with the Company Disclosure Schedule and the Parent Disclosure Schedule, (a) constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions and (b) are not intended to confer upon any person other than the Parties any rights or remedies.
Appears in 30 contracts
Samples: Share Exchange Agreement (Discovery Gold Corp), Share Exchange Agreement (Mazzal Holding Corp.), Share Exchange Agreement (Discount Coupons Corp)
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with the Company Disclosure Schedule Letter and the Parent Disclosure ScheduleLetter, (a) constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions and (b) are not intended to confer upon any person other than the Parties any rights or remedies.
Appears in 26 contracts
Samples: Share Exchange Agreement (Gold Ridge Resources Inc), Share Exchange Agreement (Remmington Enterprises, Inc.), Share Exchange Agreement (Sunrise Global Inc.)
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with the Company Disclosure Schedule and the Parent Disclosure Schedule, (a) constitute constitutes the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions and (b) are not intended to confer upon any person other than the Parties any rights or remedies.
Appears in 9 contracts
Samples: Share Exchange Agreement (Safe Pro Group Inc.), Share Exchange Agreement (Safe Pro Group Inc.), Exchange Agreement (New You, Inc.)
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with the Company Disclosure Schedule and the Parent Disclosure Schedule, (a) constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions transactions contemplated by this Agreement and (b) are not intended to confer upon any person other than the Parties any rights or remedies. The representations and warranties of the Company Shareholder and the Company contained in this Agreement shall survive the Closing and the termination of this Agreement.
Appears in 3 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Marathon Patent Group, Inc.), Merger Agreement (Marathon Patent Group, Inc.)
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with the Company Disclosure Schedule and the Parent Disclosure Schedule, (a) constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions and (b) are not intended to confer upon any person other than the Parties any rights or remedies. The representations and warranties of the Members and the Company contained in this Agreement shall survive the Closing and the termination of this Agreement.
Appears in 3 contracts
Samples: Securities Exchange Agreement (HealthLynked Corp), Securities Exchange Agreement (American Strategic Minerals Corp), Securities Exchange Agreement (Gelia Group, Corp.)
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with Agreement and the Company Disclosure Schedule and the Parent Disclosure Schedule, together (a) constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions Transactions, and (b) are not intended to confer upon any person other than the Parties any rights or remedies.
Appears in 3 contracts
Samples: Securities Exchange Agreement and Plan of Merger (Universal Resources), Merger Agreement (Adaptive Medias, Inc.), Merger Agreement (Mimvi, Inc.)
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with the Company Disclosure Schedule and the Parent Disclosure Schedule, (a) constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions Share Exchange and (b) are not intended to confer upon any person other than the Parties any rights or remedies.
Appears in 2 contracts
Samples: Share Exchange Agreement (NowNews Digital Media Technology Co. Ltd.), Share Exchange Agreement (NowNews Digital Media Technology Co. Ltd.)
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with the Company Disclosure Schedule Schedules and the Parent Disclosure Schedulereferenced documents herein which comprise the Transaction Agreements, (a) constitute the entire agreement, agreement and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions transactions contemplated hereunder and (b) are not intended to confer upon any person other than the Parties any rights or remedies.
Appears in 2 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (International Western Petroleum, Inc.)
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with the Company Disclosure Schedule and the Parent Disclosure Schedule, (a) constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions and (b) are not intended to confer upon any person other than the Parties any rights or remedies. The representations and warranties of the Company contained in this Agreement shall survive the Closing and the termination of this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Spiral Energy Tech., Inc.), Merger Agreement (Fuse Science, Inc.)
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with the Company Disclosure Schedule and the Parent Premier Disclosure Schedule, (a) constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions and (b) are not intended to confer upon any person other than the Parties any rights or remedies.
Appears in 2 contracts
Samples: Share Exchange Agreement (Premier Energy Corp.), Securities Purchase Agreement (Premier Energy Corp.)
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with the Company Disclosure Schedule and the Parent Russoil Disclosure Schedule, (a) constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions and (b) are not intended to confer upon any person other than the Parties any rights or remedies.
Appears in 2 contracts
Samples: Share Exchange Agreement (RussOil CORP), Share Exchange Agreement (RussOil CORP)
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with the Company Disclosure Schedule and the Parent Dais Disclosure ScheduleSchedules, (a) constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions and (b) are not intended to confer upon any person other than the Parties any rights or remedies.
Appears in 1 contract
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with the Company Disclosure Schedule and the Parent Disclosure Schedule, (a) constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions and (b) other than as specifically set forth herein, are not intended to confer upon any person other than the Parties any rights or remedies. The representations and warranties of the Company Shareholder and the Company contained in this Agreement shall survive the Closing and the termination of this Agreement.
Appears in 1 contract
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with the Company Disclosure Schedule and the Parent Disclosure Schedule, (a) constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions and (b) are not intended to confer upon any person other than the Parties any rights or remedies. The representations and warranties of Seller and the Company contained in this Agreement shall survive the Closing and the termination of this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Genius Brands International, Inc.)
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with all exhibits attached hereto and the Company Disclosure Schedule and the Parent Disclosure Schedule, (a) constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions and (b) are not intended to confer upon any person other than the Parties any rights or remedies. The representations and warranties of Seller and the Company contained in this Agreement shall survive the Closing and the termination of this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Majesco Entertainment Co)
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with the Company Disclosure Schedule and the Parent Disclosure Schedule, (a) constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions and (b) are not intended to confer upon any person Person other than the Parties any rights or remedies. The representations and warranties of the Member and the Company contained in this Agreement shall survive the Closing and the termination of this Agreement.
Appears in 1 contract
Samples: Securities Exchange Agreement (California Gold Corp.)
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with the Company Disclosure Schedule, the Parent Disclosure Schedule and the Parent Disclosure Scheduleexhibits and schedules attached hereto, (ai) constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties parties with respect to the Transactions and (bii) are not intended to confer upon any person other than the Parties parties any rights or remedies.
Appears in 1 contract
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with the Company Disclosure Schedule and the Parent Disclosure Schedule, (a) constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions and (b) are not intended to confer upon any person other than the Parties any rights or remedies.
Appears in 1 contract
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with the Company Parent Disclosure Schedule and the Parent Company Disclosure Schedule, (a) constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions and (b) are not intended to confer upon any person other than the Parties any rights or remedies.
Appears in 1 contract
Samples: Share Exchange Agreement (Computer Vision Systems Laboratories Corp.)
Entire Agreement; Third Party Beneficiaries. This AgreementAgreement and the documents and instruments and other agreements among the parties hereto as contemplated by or referred to herein, taken together with including the Company Disclosure Schedule and the Parent Disclosure Schedule, Schedule (a) constitute the entire agreement, agreement among the parties with respect to the subject matter hereof and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions and (b) are not intended to confer upon any person other than the Parties any rights or remedies.parties with
Appears in 1 contract
Samples: Merger Agreement (Realnetworks Inc)
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with the Exhibits, inclusive of the Company Disclosure Schedule and the Parent Disclosure Schedule, (a) constitute constitutes the entire agreementagreement among the Parties hereto with respect to the subject matter of this Agreement, and supersede supersedes all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions and (b) are not intended to confer upon any person other than the Parties any rights or remediesremedies (except as noted in Section 9.11 below).
Appears in 1 contract
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with the Company Disclosure Schedule and the Parent Disclosure Schedule, (a) constitute constitutes the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions and (b) are not intended to confer upon any person other than the Parties any rights or remedies.
Appears in 1 contract
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with the Shareholder Disclosure Schedule, Company Disclosure Schedule and the Parent Disclosure Schedule, (a) constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions and (b) are not intended to confer upon any person other than the Parties any rights or remedies. All provisions of this Agreement that by their nature are intended to survive the Closing and the termination of this Agreement shall so survive, including, without limitation, the representations and warranties contained herein.
Appears in 1 contract
Samples: Securities Exchange Agreement (World Surveillance Group Inc.)
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with the Company Disclosure Schedule and the Parent INBI Disclosure Schedule, (a) constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions and (b) are not intended to confer upon any person other than the Parties any rights or remedies.
Appears in 1 contract
Samples: Stock Purchase Agreement (Infusion Brands International, Inc.)
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with the Company Disclosure Schedule and Schedule, the Stockholder Disclosure Schedule, the Parent Disclosure Schedule, and the Vicis Disclosure Schedule (a) constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions and (b) are not intended to confer upon any person other than the Parties any rights or remedies.
Appears in 1 contract
Samples: Merger Agreement (Infusion Brands International, Inc.)
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with the Company Disclosure Schedule and the Parent Disclosure Schedule, (a) constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions and (b) are not intended to confer upon any person other than the Parties any rights or remedies. All provisions of this Agreement that by their nature are intended to survive the Closing and the termination of this Agreement shall so survive, including, without limitation, the representations and warranties contained herein.
Appears in 1 contract
Entire Agreement; Third Party Beneficiaries. This Agreement, taken together with the Company Disclosure Schedule and the Parent Disclosure Schedule, (a) constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties parties with respect to the Transactions and (b) are not intended to confer upon any person other than the Parties parties any rights or remedies.
Appears in 1 contract