Merger of Documents. This Agreement and all agreements and documents contemplated hereby constitute one agreement and are interdependent upon each other in all respects.
Merger of Documents. All understandings and agreements, written or oral, among the Parties prior to the Effective Date, with respect to the matters herein contained, including the Interconnection and Operating Agreement, have been superseded in all respects by this Agreement, and all such understandings and agreements prior to the Effective Date are null and void and of no effect whatsoever.
Merger of Documents. 18 7.11 Incorporation of Exhibits and Schedules...........................18 7.12 Severability......................................................18 7.13 Assignability.....................................................18
Merger of Documents. 48 11.6 Incorporation of Exhibits and Schedules.................................48 11.7 Interpretation .........................................................48 11.8 Notices ................................................................49 11.9 Successors and Assigns..................................................50 11.10 Dispute Resolution.....................................................50 11.11 Expenses and Attorneys' Fees...........................................51 11.12 Governing Law 52 11.13 Representation by Counsel..............................................52 Exhibits Exhibit A Escrow Agreement Exhibit B R. Popeil Consulting Services and Personal Appearance Agreement Exhibit X Form of Purchase Money Promissory Note Exhibit D Backus Consulting Agreement Exhibit E Xxxxxx Xxxxxxxx Xxxxxxent Exhibit F Product Development Agreement Exhibit G Trademark Co-Existence Agreement Exhibit H Audited Financial Statements Exhibit I Patent Transfer Agreement Exhibit J QVC Agreement Exhibit K Form of Promissory Note (Section 1.6) Schedules
Merger of Documents. This Agreement and all agreements and documents contemplated hereby constitute one agreement and are interdependent upon each other in all respects, and shall constitute the entire agreement between the Parties with respect to the subject matter hereof and shall supersede all previous negotiations, understandings, agreements, commitments and writings with respect to such subject matter; provided, however, that the provisions of the following agreements between Trega and NaviCyte shall remain in full force and effect and shall not be modified by the provisions of this Agreement: (a) that certain Confidentiality Agreement dated as of June 22, 1998; (b) that certain Memorandum of Understanding dated as of June 22, 1998; (c) that certain Memorandum of Understanding dated as of September 23, 1998; and (d) that certain letter agreement dated as of the date hereof (which also includes the NaviCyte Majority Stockholders as parties).
Merger of Documents. 18.21 Environment.........................................................
Merger of Documents. 8.14 Incorporation of Exhibits and Schedules 8.15 Severability 8.16 Assignability 8.17 Binding on Successors and Assigns 8.18 Third Party Beneficiaries
Merger of Documents. This Agreement and all agreements and documents contemplated hereby constitute one agreement and are interdependent upon each other in all respects, and shall constitute the entire agreement between the parties hereto with respect to the subject matter hereof and shall, except as to the provisions contained in Sections 10, 11, and 15 of the Letter of intent executed by the parties on April 8, 1997, and the Mutual Confidential Disclosure Agreement executed on March 19, 1997 which shall continue to apply, supersede all previous negotiations, understandings, agreements, commitments, and writings with respect to such subject matter. Except as expressly stated herein or in any of such other documents, no party makes any representations or warranties of any kind.
Merger of Documents. 16 7.14 Incorporation of Exhibits and Schedules 16 7.15 Severability 16 7.16 Assignability 17 7.17 Binding on Successors and Assigns 17 7.18 Third Party Beneficiaries 17 7.19 Authority of Signers 17 SCHEDULE 2.0 CHILIGATORO HYDRO-ELECTRIC PROJECT DESCRIPTION SCHEDULE 2.6 AFFILIATED ENTITIES OF THE PROJECT SCHEDULE 2.8 JURISDICTIONS WHERE THE PROJECT IS LICENSED TO DO BUSINESS SCHEDULE 2.12 UNDISCLOSED LIABILITIES SCHEDULE 2.5 REAL PROPERTY OWNED/LEASED BY THE PROJECT SCHEDULE 2.17 REAL ESTATE AND LEASES SCHEDULE 2.18 LIST OF CONTRACTS AND OTHER DATA SCHEDULE 2.19 BUSINESS PROPERTY RIGHTS SCHEDULE 2.22 PENDING LITIGATION SCHEDULE 2.23 BANK ACCOUNTS SCHEDULE 2.25 INSURANCE POLICIES THIS ASSET PURCHASE AGREEMENT (the “Agreement”) is dated the 27th day of May, 2010, by and among Minerco Resources, Inc., a Nevada corporation which is publicly traded on the Over-The -Counter Bulletin Board (OCTBB: MINE) hereinafter referred to as the “Buyer”, and ROTA INVERSIONES X.XX X.X., a Corporation formed and operated under the laws of Honduras hereinafter referred to as the “Seller”), (hereinafter sometimes referred to collectively as the “Parties”).
Merger of Documents. 31 8.11 Incorporation of Exhibits and Schedules.......................... 31 8.12 Severability..................................................... 31 8.13 Assignability.................................................... 31 8.14 Effectiveness of Agreement....................................... 31 This PLAN AND AGREEMENT OF SHARE EXCHANGE is entered into this November 15, 1999 by and among COLORADO MEDTECH, INC., a Colorado corporation ("CMED"), CIVCO MEDICAL INSTRUMENTS CO., INC., an Iowa corporation ("CIVCO"), and XXXXXX XXXXX, the holder of all of the outstanding capital stock of CIVCO ("Shareholder").
