Common use of Entire Agreement; Third Party Beneficiaries Clause in Contracts

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein and therein): (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 2.4, 4.8, 5.7 and 5.12, are not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Appears in 3 contracts

Samples: Merger Agreement (Handy & Harman), Merger Agreement (WHX Corp), Merger Agreement (Handy & Harman)

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Entire Agreement; Third Party Beneficiaries. This Agreement and Except for ------------------------------------------- the Confidentiality Agreement which shall remain in full force and effect in accordance with its terms, this Agreement (including the documents and the instruments referred to herein and thereinherein): (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 2.4, 4.8, Section 5.7 and 5.12, are is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Appears in 3 contracts

Samples: Merger Agreement (Universal Music Group Inc), Merger Agreement (Emusic Com Inc), Merger Agreement (Emusic Com Inc)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality The Agreement (including the documents and the instruments referred to herein and therein): herein) (a) constitutes constitute the entire agreement and supersedes supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 2.4, 4.8, 5.7 and 5.12Section 7.07, are not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Appears in 3 contracts

Samples: Merger Agreement (Integrated Health Services Inc), Merger Agreement (Peak Technologies Group Inc), Merger Agreement (Kirkwood Acquisition Corp)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein and therein): herein) (a) constitutes constitute the entire agreement and supersedes supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided 59 54 in Sections 2.4, 4.8, 5.7 Article III and 5.12Section 7.06 and Section 7.11, are not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Appears in 3 contracts

Samples: Merger Agreement (Femrx Inc), Merger Agreement (Johnson & Johnson), Merger Agreement (Johnson & Johnson)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein and therein): (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 2.4, 4.8, 5.7 and 5.12Section 5.06, are not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Appears in 3 contracts

Samples: Offer to Purchase (Berg Acquisition Co), Merger Agreement (Berg Acquisition Co), Merger Agreement (Berg Acquisition Co)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein and therein): herein) (ai) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (bii) except as provided in Sections 2.41.04 and 6.11 and this Section 9.06, 4.8, 5.7 and 5.12, are is not intended to confer upon any person Person other than the parties hereto any rights or remedies hereunder.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Utilicorp United Inc), Merger Agreement (Empire District Electric Co)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein and therein): (a) constitutes the entire agreement agreement, and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereofof this Agreement (provided, however, that the provisions of the Confidentiality Agreement shall remain valid and (bin effect to the extent such provisions do not conflict with the provisions of this Agreement) and, except as provided in for the provisions of Article III and Sections 2.47.04, 4.87.05 and 7.06 [Benefits; Indemnity], 5.7 and 5.12, are is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Appears in 2 contracts

Samples: Merger Agreement (Wyle Electronics), Merger Agreement (Ebv Electronics Inc)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality ------------------------------------------- Agreement (including the documents and the instruments referred to herein and thereinherein): (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 2.4, 4.8, 5.7 and 5.12, are 5.8 is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Appears in 2 contracts

Samples: Merger Agreement (Berkshire Hathaway Inc), Merger Agreement (Berkshire Hathaway Inc)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the Exhibits hereto and the documents and the instruments referred to herein and thereinherein): (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 2.4Section 5.8, 4.8, 5.7 and 5.12, are is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder. Section 5.8 is intended for the benefit of, and shall be enforceable by, the Indemnified Parties.

Appears in 2 contracts

Samples: Merger Agreement (Wesco Financial Corp), Merger Agreement (Burlington Northern Santa Fe Corp)

Entire Agreement; Third Party Beneficiaries. This ------------------------------------------- Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein and therein): (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 1.3, 2.4, 4.85.5, 5.7 5.9 and 5.12, are not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Appears in 2 contracts

Samples: Merger Agreement (Societe Nationale D Exploitation Indus Des Tabacs Et Allumet), Merger Agreement (Consolidated Cigar Holdings Inc)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein and therein): herein) (a) constitutes constitute the entire agreement and supersedes supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject Subject matter hereof, and (b) except as provided in Sections 2.47.5 and 7.6, 4.8, 5.7 Articles II and 5.12III, are not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Appears in 2 contracts

Samples: Merger Agreement (Urs Corp /New/), Merger Agreement (Dames & Moore Group)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein and therein): herein, but excluding Section 4 of the Confidentiality Agreement which Section shall not survive the date hereof) (a) constitutes constitute the entire agreement and supersedes supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 2.4Section 7.04, 4.8Section 7.05, 5.7 Section 7.09 and 5.12, Articles II and III are not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Appears in 2 contracts

Samples: Merger Agreement (Chase Venture Capital Associates L P), Merger Agreement (Johnson & Johnson)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein and therein): herein) (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 2.4Section 7.07, 4.8, 5.7 and 5.12, are is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Appears in 2 contracts

Samples: Merger Agreement (Atc Group Services Inc /De/), Merger Agreement (WPG Corporate Development Associates v Lp)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein and therein): herein) (a) constitutes constitute the entire agreement and supersedes supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 2.4Section 7.06 and Section 7.11, 4.8, 5.7 Articles II and 5.12, III are not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Appears in 2 contracts

Samples: Merger Agreement (Corange LTD), Merger Agreement (Johnson & Johnson)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein and thereinherein, including the Option Agreement): (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 2.41.3 and 5.9, 4.8, 5.7 and 5.12, are is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Appears in 2 contracts

Samples: Merger Agreement (Delco Remy International Inc), Merger Agreement (Citigroup Inc)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the Exhibits hereto and the documents and the instruments referred to herein and thereinherein): (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 2.4Section 5.7, 4.8, 5.7 and 5.12, are is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Appears in 1 contract

Samples: Merger Agreement (Clayton Homes Inc)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein and thereinherein): (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 2.4, 4.8, 5.7 and 5.12, are Section 6.1 hereof is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder; provided that this Agreement shall not supersede or in any way modify the terms of the Confidentiality Agreement, which Agreement shall remain in full force and effect.

Appears in 1 contract

Samples: Acquisition Agreement (Sears Roebuck & Co)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality ------------------------------------------- Agreement (including the documents and the instruments referred to herein and thereinherein): (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 1.3, 2.4, 4.85.8 and 5.9, 5.7 and 5.12, are is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Appears in 1 contract

Samples: Merger Agreement (Wesco Financial Corp)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein and therein): ) (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 2.4, 4.8, 5.7 5.3 and 5.125.6, are not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Appears in 1 contract

Samples: Merger Agreement (Texas Instruments Inc)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement ------------------------------------------- (including the documents and the instruments referred to herein and thereinherein): (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, other than the Confidentiality Agreement, and (b) except as provided in Sections 2.4Section 5.7, 4.8, 5.7 and 5.12, are is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder. The provisions of Section 5.7 are intended for the benefit of, and shall be enforceable by, the Indemnified Parties.

Appears in 1 contract

Samples: Merger Agreement (Xtra Corp /De/)

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Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein and therein): herein) (a) constitutes constitute the entire agreement and supersedes supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 2.4, 4.8, 5.7 and 5.12, Section 6.06 are not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Appears in 1 contract

Samples: Merger Agreement (Cell Power Technologies Inc)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein and therein): herein) (a) constitutes constitute the entire agreement and supersedes supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 2.4Section 6.06, 4.86.07, 5.7 6.08 and 5.12Section 6.09, are not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Appears in 1 contract

Samples: Merger Agreement (Barpoint Com Inc)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein and therein): herein) (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 2.47.1 and 7.2, 4.8, 5.7 and 5.12, are is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Appears in 1 contract

Samples: Stock Purchase Agreement (Spartech Corp)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the Exhibits hereto and the documents and the instruments referred to herein herein), the Confidentiality Agreement and therein): any agreements entered into contemporaneously herewith: (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, ; and (b) except as provided in Sections 2.4, 4.8, 5.7 and 5.12, Section 5.11 are not intended to confer upon any person Person other than the parties hereto any rights or remedies hereunderremedies.

Appears in 1 contract

Samples: Merger Agreement (Easterly Acquisition Corp.)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the Exhibits hereto and the documents and the instruments referred to herein herein), the Ancillary Agreements, the Confidentiality Agreement and therein): any agreements entered into contemporaneously herewith: (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 2.4, 4.8, 5.7 and 5.12, Section 5.9 are not intended to confer upon any person Person other than the parties hereto any rights or remedies hereunderremedies.

Appears in 1 contract

Samples: Merger Agreement (Easterly Acquisition Corp.)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein and therein): herein) (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 2.4, 4.8, 5.7 6.04 and 5.12, are 6.05 is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Appears in 1 contract

Samples: Merger Agreement (Del Laboratories Inc)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein and thereinherein): (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 2.4Section 5.8, 4.8, 5.7 and 5.12, are is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Appears in 1 contract

Samples: Tender Offer and Merger Agreement (Virbac Corp)

Entire Agreement; Third Party Beneficiaries. This ------------------------------------------- Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein and therein): (a) constitutes in Section 6.1 constitute the entire agreement agreement, and supersedes supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 2.4, 4.8, 5.7 and 5.12, are of this Agreement. This Agreement is not intended to confer upon any person Person, other than the parties hereto hereto, the Parent Indemnified Parties and the GP Indemnified Parties, any rights or remedies hereunderremedies.

Appears in 1 contract

Samples: Merger Agreement (Muzak Finance Corp)

Entire Agreement; Third Party Beneficiaries. This Agreement and ------------------------------------------- Agreement, together with the Confidentiality Agreement (including the documents and the instruments referred to herein and therein): Agreement, (a) constitutes the entire agreement agreement, and supersedes all prior agreements and understandings, both understandings (written and oral), among the parties with respect to the subject matter hereof, hereof and (b) except as provided in for the provisions of Sections 2.45.8, 4.8, 5.7 5.13 and 5.128.1(b), are not intended to confer upon any person other than the parties hereto any rights or remedies hereunderremedies.

Appears in 1 contract

Samples: Merger Agreement (Dynatech Corp)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the Guarantee and the other documents and the instruments referred to herein and therein): herein) (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 2.45.8 and 5.14, 4.8, 5.7 and 5.12, are is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Appears in 1 contract

Samples: Merger Agreement (Cost U Less Inc)

Entire Agreement; Third Party Beneficiaries. This Agreement and Agreement, ------------------------------------------- together with the Confidentiality Agreement (including the documents and the instruments referred to herein and therein): Agreement, (a) constitutes the entire agreement agreement, and supersedes all prior agreements and understandings, both understandings (written and oral), among the parties with respect to the subject matter hereof, hereof and (b) except as provided in for the provisions of Sections 2.45.8, 4.8, 5.7 5.13 and 5.128.1(b), are not intended to confer upon any person other than the parties hereto any rights or remedies hereunderremedies.

Appears in 1 contract

Samples: Merger Agreement (Cd&r Investment Associates Ii Inc)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the documents and the instruments referred to herein and therein): herein), together with the Confidentiality Agreement: (a) constitutes constitute the entire agreement and supersedes supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 2.4, 4.8, Section 5.7 and 5.12, are Section 5.9(b) is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.

Appears in 1 contract

Samples: Merger Agreement (Garan Inc)

Entire Agreement; Third Party Beneficiaries. This Agreement and the Confidentiality Agreement (including the Exhibits hereto and the documents and the instruments referred to herein and thereinherein): (a) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof, and (b) except as provided in Sections 2.4Section 5.7, 4.8, 5.7 and 5.12, are is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder. Section 5.7 is intended for the benefit of, and shall be enforceable by, the Indemnified Parties.

Appears in 1 contract

Samples: Merger Agreement (Cavalier Homes Inc)

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