Merger/Integration Sample Clauses

Merger/Integration. This Agreement constitutes and embodies the final agreement between you and Assure Disability and contains the complete and exclusive expression of your and our agreement pertaining to its subject matter. All prior or contemporaneous writings, negotiations, and discussions between you and Assure Disability regarding the subject matter hereof are expressly merged into and superseded by this Agreement. We expressly object to any do not agree to any terms and conditions presented by you that are in addition to or different from those contained in this Agreement or an Order Form. You acknowledge that no terms and conditions presented by you that purport to add to, modify, or vary the terms and conditions of this Agreement or an Order Form will be binding on us, including (i) text or information set forth on any purchase order, email correspondence, invoice or invoice process, or preprinted form, or (ii) terms and conditions of any request for proposal, request for bid, request for information, or questionnaire. In entering into this Agreement, neither you nor Assure Disability has relied upon any statement, representation, warranty, or agreement of the other party except to the extent expressly contained in this Agreement.
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Merger/Integration. This Agreement, together with the other agreements referred to herein and the schedules attached hereto, constitutes the entire agreement, and supersedes all other prior agreements and undertakings, both written and oral, among the Parties with respect to the subject matter hereof.
Merger/Integration. THIS AGREEMENT, TOGETHER WITH THE OTHER LOAN DOCUMENTS, REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN AGREEMENTS BETWEEN THE PARTIES.
Merger/Integration. This Agreement (and any exhibits incorporated herein and made part of this Agreement by reference) constitute the complete and exclusive statement of the understanding between the parties and shall supersede all prior writings or discussions.
Merger/Integration. This Agreement constitutes and embodies the final agreement between you and Zoom and contains the complete and exclusive expression of your and our agreement pertaining to its subject matter. All prior or contemporaneous writings, negotiations, and discussions between you and Xxxx regarding the subject matter hereof are expressly merged into and superseded by this Agreement. We expressly object to and do not agree to any terms and conditions presented by you that are in addition to or different from those contained in this Agreement or an Order Form. You acknowledge that no terms and conditions presented by you that purport to add to, modify, or vary the terms and conditions of this Agreement or an Order Form will be binding on us, including (i) text or information set forth on any purchase order, email correspondence, invoice or invoice process, or preprinted form, or (ii) terms and conditions of any request for proposal, request for bid, request for information, or questionnaire. In entering into this Agreement, neither you nor Zoom has relied upon any statement, representation, warranty, or agreement of the other party except to the extent expressly contained in this Agreement.
Merger/Integration. Except as otherwise stated herein, this Agreement constitutes the entire agreement of the Parties with respect to the subject matter hereof, and supersedes and renders void all prior and contemporaneous agreements, oral and otherwise, concerning the subject matter of this Agreement.
Merger/Integration. Except as specifically stated otherwise herein, this Agreement sets forth the entire understanding of the parties relating to the subject matter hereof, and all prior understandings, written or oral, are superseded by this Agreement. This Agreement may not be modified, amended, waived or supplemented except as provided herein.
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Merger/Integration. Notwithstanding that ACB believes that it has established all allowances and taken all provisions for losses required by GAAP and applicable laws, ACB recognizes that FNBNC may have adopted different loan, accrual and allowance policies (including loan classifications and levels of allowances for losses). In that regard and in general from and after the date of this Agreement to the Effective Time of the Merger, ACB and FNBNC shall consult and cooperate with each other in order to formulate the plan of integration for the Merger and the Bank Merger, including, among other things, with respect to conforming, immediately prior to the Effective Time of the Merger, based upon such consultation, ACB’s loan, accrual and allowance policies to those policies of FNBNC to the extent consistent with GAAP, provided, however, that no such additional accruals and loss allowances will be required to be made more than two (2) business days prior to the Closing Date and only after all conditions under Articles 7 and 8 have been satisfied or waived.
Merger/Integration. Notwithstanding that VCB believes that it has established all allowances and taken all provisions for losses required by GAAP and applicable Laws, VCB recognizes that FNBNC may have adopted different loan, accrual and allowance policies (including loan classifications and levels of allowances for losses). In that regard and in general from and after the date of this Agreement to the Effective Time of the Merger, VCB and FNBNC shall consult and cooperate with each other in order to formulate the plan of integration for the Merger, including, among other things, with respect to conforming, immediately prior to the Effective Time of the Merger, based upon such consultation, VCB’s loan, accrual and allowance policies to those policies of FNBNC to the extent consistent with GAAP, provided, however, that no such additional accruals and loss allowances will be required to be made more than two (2) business days prior to the Closing Date and only after all conditions under Articles 7 and 8 have been satisfied or waived.
Merger/Integration. The 2004 Annual Performance Bonus based on Merger Integration is based on the successful integration of the operation of First Capital Bank and Chattahoochee National Bank into one well functioning unit, by a date to be determined based on input from the integration teams, as set forth below: Successful integration by: Bonus -------------------------- ----- September 30, 2004 $ 18,000 October 30,2004 $ 9,000 November 30, 2004 $ 3,000 - C. STRATEGIC INITIATIVES The 2004 Annual Performance Bonus based on Strategic Initiatives is based on the Employee accomplishing major new initiatives as determined by the Compensation Committee of CNB Holdings, Inc.'s Board of Directors in its sole discretion. Currently, the recruitment of C&I Team Leaders and Producers are the 2004 initiatives and the bonus structure is set forth below: Successful Recruitment of: Bonus -------------------------- ----- One Team Leader with Production Team $ 6,000 Two Team Leaders with Production Team $ 12,000 Three Team Leaders with Production Team $ 18,000 Four Team Leaders with Production Team $ 24,000 For the purposes of this Agreement, Team Leaders must be "A" quality lenders with a demonstrated performance record in one of CNB's target markets and approved by the Compensation Committee. Producers must be bankers of proven reputation and production, as determined and approved by the Compensation Committee. Further, to count as a successful recruitment, the recruit must commit to employment with CNB during the 2004 calendar year and be on the payroll of CNB no later than February 15, 2005.
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