Entire Understanding; No Third Party Beneficiaries. This Agreement, the Confidentiality Agreement and the Shareholder Agreements represent the entire understanding of the parties hereto and thereto with reference to the Transactions and this Agreement, the Confidentiality Agreement and the Shareholder Agreements supersede any and all other oral or written agreements heretofore made. Except for the Indemnified Parties’ right to enforce Parent’s obligation under Section 6.08, which are expressly intended to be for the irrevocable benefit of, and shall be enforceable by, each Indemnified Party and his or her heirs and representatives, nothing in this Agreement, expressed or implied, is intended to confer upon any Person, other than the parties hereto or their respective successors, any rights, remedies, obligations or liabilities under or by reason of this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Banknorth Group Inc/Me), Agreement and Plan of Merger (Banknorth Group Inc/Me)
Entire Understanding; No Third Party Beneficiaries. This Agreement, the Confidentiality Option and Voting Agreement and the Shareholder Agreements Confidentiality Agreement represent the entire understanding of the parties hereto and thereto with reference to the Transactions Transaction and this Agreement, Agreement and the Confidentiality Agreement and the Shareholder Agreements supersede any and all other oral or written agreements heretofore made. Except for the Indemnified Parties’ right to enforce ParentPurchaser’s obligation obligations under Section 6.086.7, which are expressly intended to be for the irrevocable benefit of, and shall be enforceable by, each Indemnified Party and his or her such Indemnified Party’s heirs and representatives, nothing in this Agreement, expressed or implied, is intended to confer upon any Person, other than the parties hereto or their respective successors, any rights, remedies, obligations or liabilities under or by reason of this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Penn Engineering & Manufacturing Corp), Agreement and Plan of Merger (PEM Holding Co.)
Entire Understanding; No Third Party Beneficiaries. This Agreement, the Confidentiality Agreement and the Shareholder Agreements ancillary agreements contemplated hereby represent the entire understanding of the parties hereto and thereto with reference to the Transactions Merger and this Agreement, the Confidentiality Agreement and the Shareholder Agreements ancillary agreements contemplated hereby supersede any and all other oral or written agreements heretofore made. Except for the Indemnified Parties’ ' right to enforce Parent’s 's obligation under Section 6.08, which are expressly intended to be for the irrevocable benefit of, and shall be enforceable by, each Indemnified Party and his or her heirs and representatives, nothing in this Agreement, expressed or implied, is intended to confer upon any Person, other than the parties hereto or their respective successors, any rights, remedies, obligations or liabilities under or by reason of this Agreement.
Appears in 1 contract
Entire Understanding; No Third Party Beneficiaries. This Agreement, the Confidentiality Agreement and the Shareholder Agreements represent the entire understanding of the parties hereto and thereto with reference to the Transactions Transactions, and this Agreement, the Confidentiality Agreement and the Shareholder Agreements supersede any and all other oral or written agreements heretofore made. Except for the Indemnified Parties’ ' right to enforce Parent’s 's obligation under Section 6.086.11, which are expressly intended to be for the irrevocable benefit of, and shall be enforceable by, each Indemnified Party and his or her heirs and representatives, nothing in this Agreement, expressed or implied, is intended to confer upon any Person, other than the parties hereto or their respective successors, any rights, remedies, obligations or liabilities under or by reason of this Agreement.
Appears in 1 contract
Entire Understanding; No Third Party Beneficiaries. This Agreement, the Voting Agreements, and the Confidentiality Agreement and the Shareholder Agreements represent the entire understanding of the parties hereto and thereto with reference to the Transactions transactions, and this Agreement, the Voting Agreements, and the Confidentiality Agreement and the Shareholder Agreements supersede any and all other oral or written agreements heretofore made. Except for the Indemnified Parties’ right to enforce ParentBuyer’s obligation under Section 6.085.13, which are expressly intended to be for the irrevocable benefit of, and shall be enforceable by, each Indemnified Party and his or her heirs and representatives, nothing in this Agreement, expressed or implied, is intended to confer upon any Person, other than the parties hereto or their respective successors, any rights, remedies, obligations or liabilities under or by reason of this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (New Hampshire Thrift Bancshares Inc)
Entire Understanding; No Third Party Beneficiaries. This Agreement, the Confidentiality Agreement and the Shareholder Agreements represent the entire understanding of the parties hereto and thereto with reference to the Transactions Transactions, and this Agreement, the Confidentiality Agreement and the Shareholder Agreements supersede any and all other oral or written agreements heretofore made. Except for the Indemnified Parties’ ' right to enforce Parent’s 's obligation under Section 6.086.11, which are expressly intended to be for the irrevocable benefit of, and shall be enforceable by, each Indemnified Party and his or her heirs and representatives, nothing in this Agreement, expressed or implied, is intended to confer upon any Person, other than the parties hereto or their respective successors, any rights, remedies, obligations or liabilities under or by reason of this Agreement. 9.08.
Appears in 1 contract
Samples: Shareholder Agreement (First National Lincoln Corp /Me/)
Entire Understanding; No Third Party Beneficiaries. This Agreement, the Licensing Agreement, the Calnet Shareholder Agreement, and the Confidentiality Agreement and the Shareholder Agreements represent represents the entire understanding of the parties hereto and thereto with reference to the Transactions Transaction, and this Agreement, the Confidentiality Licensing Agreement, the Shareholder Agreement and the Shareholder Agreements Confidentiality Agreement supersede any and all other oral or written agreements heretofore made. Except for the Indemnified Parties’ right to enforce ParentCCBI’s obligation under Section 6.086.11, which are expressly intended to be for the irrevocable benefit of, and shall be enforceable by, each Indemnified Party and his or her heirs and representatives, nothing in this Agreement, expressed or implied, is intended to confer upon any Person, other than the parties hereto or their respective successors, any rights, remedies, obligations or liabilities under or by reason of this Agreement.
Appears in 1 contract
Samples: Calnet Shareholder Agreement (Commercial Capital Bancorp Inc)
Entire Understanding; No Third Party Beneficiaries. This Agreement, the Voting Agreements, and the Confidentiality Agreement and the Shareholder Agreements represent the entire understanding of the parties hereto and thereto with reference to the Transactions transactions, and this Agreement, the Voting Agreements, and the Confidentiality Agreement and the Shareholder Agreements supersede any and all other oral or written agreements heretofore made. Except for the Indemnified Parties’ right to enforce Parent’s Merchants’ obligation under Section 6.085.13, which are expressly intended to be for the irrevocable benefit of, and shall be enforceable by, each Indemnified Party and his or her heirs and representatives, nothing in this Agreement, expressed or implied, is intended to confer upon any Person, other than the parties hereto or their respective successors, any rights, remedies, obligations or liabilities under or by reason of this Agreement.
Appears in 1 contract
Entire Understanding; No Third Party Beneficiaries. This Agreement, the Support and Non-Competition Agreements and the Confidentiality Agreement and the Shareholder Agreements represent the entire understanding of the parties hereto and thereto with reference to the Transactions Transaction, and this Agreement, the Support and Non-Competition Agreements and the Confidentiality Agreement and the Shareholder Agreements supersede any and all other oral or written agreements heretofore made. Except for the Indemnified Parties’ right to enforce ParentOPOF’s obligation under Section 6.086.09, which are expressly intended to be for the irrevocable benefit of, and shall be enforceable by, each Indemnified Party and his or her heirs and representatives, nothing in this Agreement, expressed or implied, is intended to confer upon any Person, other than the parties hereto or their respective successors, any rights, remedies, obligations or liabilities under or by reason of this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Old Point Financial Corp)
Entire Understanding; No Third Party Beneficiaries. This Agreement, the Confidentiality Agreement and the Shareholder Agreements other Transaction Documents represent the entire understanding of the parties hereto and thereto with reference to the Transactions transactions contemplated hereby and thereby and this Agreement, the Confidentiality Agreement and the Shareholder Agreements other Transaction Documents supersede any and all other oral or written agreements heretofore made. Except for the Indemnified Parties’ ' right to enforce Parent’s Bancorp's obligation under Section 6.087.12, which are expressly intended to be for the irrevocable benefit of, and shall be enforceable by, each Indemnified Party and his or her heirs and representatives, nothing in this Agreement, expressed or implied, is intended to confer upon any Person, other than the parties hereto or their respective successors, any rights, remedies, obligations or liabilities under or by reason of this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Benjamin Franklin Bancorp, M.H.C.)
Entire Understanding; No Third Party Beneficiaries. This Agreement, the Confidentiality Agreement and the Shareholder Agreements represent the entire understanding of the parties hereto and thereto with reference to the Transactions Transactions, and this Agreement, the Confidentiality Agreement and the Shareholder Agreements supersede any and all other oral or written agreements heretofore made. Except for the Indemnified Parties’ ' right to enforce Parent’s 's obligation under Section 6.08, which are expressly intended to be for the irrevocable benefit of, and shall be enforceable by, each Indemnified Party and his or her heirs and representatives, nothing in this Agreement, expressed or implied, is intended to confer upon any Person, other than the parties hereto or their respective successors, any rights, remedies, obligations or liabilities under or by reason of this Agreement.
Appears in 1 contract
Entire Understanding; No Third Party Beneficiaries. This Agreement, the Confidentiality Agreement and the Shareholder Agreements represent the entire understanding of the parties hereto and thereto with reference to the Transactions and this Agreement, the Confidentiality Agreement and the Shareholder Agreements supersede any and all other oral or written agreements heretofore made. Except for the Indemnified Parties’ ' right to enforce Parent’s 's obligation under Section 6.08, which are expressly intended to be for the irrevocable benefit of, and shall be enforceable by, each Indemnified Party and his or her heirs and representatives, nothing in this Agreement, expressed or implied, is intended to confer upon any Person, other than the parties hereto or their respective successors, any rights, remedies, obligations or liabilities under or by reason of this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Bancorp Connecticut Inc)
Entire Understanding; No Third Party Beneficiaries. This Agreement, the Stockholder Agreements and the Confidentiality Agreement and the Shareholder Agreements represent the entire understanding of the parties hereto and thereto with reference to the Transactions Transaction, and this Agreement, the Stockholder Agreements and the Confidentiality Agreement and the Shareholder Agreements supersede any and all other oral or written agreements heretofore made. Except for the Indemnified Parties’ right to enforce ParentFCBI’s obligation under Section 6.086.10, which are expressly intended to be for the irrevocable benefit of, and shall be enforceable by, each Indemnified Party and his or her heirs and representatives, nothing in this Agreement, expressed or implied, is intended to confer upon any Person, other than the parties hereto or their respective successors, any rights, remedies, obligations or liabilities under or by reason of this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (First Community Bancshares Inc /Nv/)
Entire Understanding; No Third Party Beneficiaries. This Agreement, the Shareholder Agreements and the Confidentiality Agreement and the Shareholder Agreements represent the entire understanding of the parties hereto and thereto with reference to the Transactions Transaction, and this Agreement, the Shareholder Agreements and the Confidentiality Agreement and the Shareholder Agreements supersede any and all other oral or written agreements heretofore made. Except for the Indemnified Parties’ right to enforce ParentFCBI’s obligation under Section 6.086.10, which are expressly intended to be for the irrevocable benefit of, and shall be enforceable by, each Indemnified Party and his or her heirs and representatives, nothing in this Agreement, expressed or implied, is intended to confer upon any Person, other than the parties hereto or their respective successors, any rights, remedies, obligations or liabilities under or by reason of this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (First Community Bancshares Inc /Nv/)