Waiver of Prior Rights Sample Clauses

Waiver of Prior Rights. Mx. Xxxxxx hereby permanently and irrevocably waives any right that he now has or may have had to collect termination benefits under the Amended and Restated Employment Agreement between the Company and Mx. Xxxxxx made and entered into as of June 26, 1996, as amended, or the Amended and Restated Employment Agreement between the Bank and Mx. Xxxxxx made and entered into as of June 26, 1996, as amended, by virtue of any act, omission, fact, event or circumstance whatsoever, whether or not known to Mx. Xxxxxx, that occurred or was in existence on December 31, 2002, including but not limited to the cessation of benefit accruals under the qualified and non-qualified defined benefit plans of the Company and the Bank and the renegotiation of the outstanding securities acquisition loan under the Company's Employee Stock Ownership Plan. The Bank shall be a third party beneficiary of this Agreement with full powers to enforce the waiver contained herein for its benefit.
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Waiver of Prior Rights. Nothing in this Agreement shall alter, amend or cancel any rights provided to the Executive in his Employment Agreement, except as specifically noted in (a) and (b) below:
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Waiver of Prior Rights. Xx. Xxxxxx hereby permanently and irrevocably waives any right that he now has or may have had to collect termination benefits under the Prior Agreement or the Amended and Restated Employment Agreement between the Bank and Xx. Xxxxxx made and entered into as of June 26, 1996, as amended, by virtue of any act, omission, fact, event or circumstance whatsoever, whether or not known to Xx. Xxxxxx, that occurred or was in existence on December 31, 2002, including but not limited to the cessation of benefit accruals under the qualified and non-qualified defined benefit plans of the Company and the Bank and the renegotiation of the oustanding securities acquisition loan under the Company's Employee Stock Ownership Plan. The Bank shall be a third party beneficiary of this Agreement with full powers to enforce the waiver contained herein for its benefit. [TPW: NYLEGAL:115643.2] 16057-00010 01/07/2003 3:00 PM
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Waiver of Prior Rights. The Prior Securityholders, by executing and delivering a copy of this Agreement, in return for the registration rights granted to them pursuant to the Agreement hereby waive all rights that they may have with respect to the registration of the Company's securities held by them pursuant to Section 3 of the Company's Ninth Amended and Restated Rights Agreement dated May 1, 1996 and agree that their rights with respect to the registration of such securities shall be governed solely under this Agreement.
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Waiver of Prior Rights. The Company and undersigned parties constituting two-thirds of the Registrable Shares (as defined in the Prior Agreement), hereby waive any and all rights pursuant to the Percentage Maintenance Right set forth in Section 3 thereof with respect to the Company's issuance and sale of the shares of Series C Convertible Preferred Stock and Purchaser Warrants exercisable for shares of Series C Convertible Preferred Stock pursuant to the Purchase Agreement. Executed as of the date first written above. COMPANY: ALTUS PHARMACEUTICALS INC. By: /s/ Peter L. Lanciano ------------------------------------ Name: Peter L. Lanciano Title: Presixxxx xxx XXX VERTEX PHARMACEUTICALS INCORPORATED By: /s/ Kenneth S. Boger ------------------------------------ Name: Kenneth S. Boger Title: Sr. Vixx Xxxxxxxxx xxx General Counsel NOMURA INTERNATIONAL PLC By: /s/ Denise Pollard-Knight ------------------------------------ Name: Denise Pollard-Knight Title: Hxxx xx Xxxxxx Xxxxx 0 Ventures U.S. VENTURE PARTNERS VIII, L.P. USVP VIII AFFILIATES FUND, L.P. USVP ENTREPRENEUR PARTNERS VIII-A, L.P. USVP ENTREPRENEUR PARTNERS VIII-B, L.P. By Presidio Management Group VIII, L.L.C. The General Partner of Each By: /s/ Michael P. Maher ------------------------------------ Name: Michael P. Maher Title: Attornxx Xx-Xxxx CMEA VENTURES LIFE SCIENCES 2000, L.P By: /s/ Thomas R. Baruch ------------------------------------ Name: Thomas R. Baruch Title: Generax Xxxxxxx [Amended and Restated Investor Rights Agreement] CMEA VENTURES LIFE SCIENCES 2000, CIVIL LAW PARTNERSHIP By: /s/ Thomas R. Baruch ------------------------------------ Name: Thomas R. Baruch Title: Generax Xxxxxxx [Amended and Restated Investor Rights Agreement] P/S BI BIOMEDICINSK VENTURE III By: /s/ Jesper Zeuthen ------------------------------------ Name: Jesper Zeuthen ---------------------------------- Title: Managing Director CLARIDEN BANK By: /s/ Eric Bernhardt ------------------------------------ Name: Eric Bernhardt Title: Senior Vxxx Xxxxxxxxx [Amended and Restated Investor Rights Agreement] EXHIBIT A List of Purchasers WARBURG PINCUS PRIVATE EQUITY VIII, L.P. 466 Lexington Avenue New York, NY 10017 Attention: Stewart Hen U.S. VXXXXXX XXXXXXXX XXXX, X.X. 0000 Xxxx Xxll Road Menlx Xxxx, CA 94025 Attention: Michael Maher USVX XXXX XXXXXXXXXX XXXX, X.X. 0000 Xxxx Xill Road Menxx Xxxx, XX 04025 Attention: Michael Maher USVX XXXXXXXXXXXX XXXXXXXX XXXX-X, X.X. 0005 Sand Hill Xxxx Xxxxx Xxrk, CA 94025 Attention: Michael Maher USVX XXXXXXX...
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Related to Waiver of Prior Rights

  • Effect of Prior Agreements This Agreement contains the entire understanding between the parties hereto and supersedes any prior employment agreement between the Company or any predecessor of the Company and the Executive.

  • Waiver of Provisions Any waiver of any terms and conditions hereof must be in writing and signed by the parties hereto. The waiver of any of the terms and conditions of this Agreement shall not be construed as a waiver of any subsequent breach of the same or any other terms and conditions hereof.

  • Incorporation of Prior Agreements This Lease and the attachments listed in Section 1.16 contain all agreements of the parties with respect to the lease of the Premises and any other matter mentioned herein. No prior or contemporaneous agreement or understanding pertaining to any such matter shall be effective. Except as otherwise stated in this Lease, Tenant hereby acknowledges that no real estate broker nor Landlord or any employee or agents of any of said persons has made any oral or written warranties or representations to Tenant concerning the condition or use by Tenant of the Premises or the Project or concerning any other matter addressed by this Lease.

  • Incorporation of Prior Agreements; Modifications This Lease is the only agreement between the parties pertaining to the lease of the Property and no other agreements are effective. All amendments to this Lease shall be in writing and signed by all parties. Any other attempted amendment shall be void.

  • Amendment of Prior Agreement The Prior Agreement is hereby amended and restated and superseded in its entirety and restated herein. Such amendment and restatement shall be effective upon the execution of this Agreement by the Company and the parties required for an amendment pursuant to Section 6.6 of the Prior Agreement. Upon such execution, all provisions of, rights granted and covenants made in the Prior Agreement are waived, released and superseded in their entirety by the provisions hereof and shall have no further force or effect.

  • Termination of Prior Agreements The execution of this Agreement shall be deemed to constitute the termination as of the Effective Date of any and all prior agreements between an Acquiring Fund and an Acquired Fund that relates to the investment by any Acquiring Fund in any Acquired Fund in reliance on a participation agreement, exemptive order or other arrangement among the parties intended to achieve compliance with Section 12(d)(1) of the 1940 Act (the “Prior Section 12 Agreements”). The parties hereby waive any notice provisions, conditions to termination, or matters otherwise required to terminate such Prior Section 12 Agreements.

  • Incorporation of Prior Agreements; Amendments This Lease contains all agreements of the parties with respect to any matter mentioned herein. No prior agreement or understanding pertaining to any such matter shall be effective. This Lease may be modified in writing only, signed by the parties in interest at the time of the modification. Except as otherwise stated in this Lease, Lessee hereby acknowledges that neither the real estate broker listed in Paragraph 15 hereof nor any cooperating broker on this transaction nor the Lessor or any employees or agents of any of said persons has made any oral or written warranties or representations to Lessee relative to the condition or use by Lessee of said Premises and Lessee acknowledges that Lessee assumes all responsibility regarding the Occupational Safety Health Act, the legal use and adaptability of the Premises and the compliance thereof with all applicable laws and regulations in effect during the term of this Lease except as otherwise specifically stated in this Lease.

  • Merger of Prior Agreements This Agreement and the exhibits hereto constitute the entire agreement between the parties and supersede all prior agreements and understandings between the parties relating to the subject matter hereof.

  • Termination of Prior Agreement Upon the effectiveness of this Agreement, the Prior Agreement shall terminate and be of no further force and effect, and shall be superseded and replaced in its entirety by this Agreement.

  • Mortgagor’s Waiver of Rights To the fullest extent permitted by law, Mortgagor waives the benefit of all laws now existing or that may subsequently be enacted providing for (i) any appraisement before sale of any portion of the Mortgaged Property, (ii) any extension of the time for the enforcement of the collection of the Indebtedness or the creation or extension of a period of redemption from any sale made in collecting such debt and (iii) exemption of the Mortgaged Property from attachment, levy or sale under execution or exemption from civil process. To the full extent Mortgagor may do so, Mortgagor agrees that Mortgagor will not at any time insist upon, plead, claim or take the benefit or advantage of any law now or hereafter in force providing for any appraisement, valuation, stay, exemption, extension or redemption, or requiring foreclosure of this Mortgage before exercising any other remedy granted hereunder and Mortgagor, for Mortgagor and its successors and assigns, and for any and all persons ever claiming any interest in the Mortgaged Property, to the extent permitted by law, hereby waives and releases all rights of redemption, valuation, appraisement, stay of execution, notice of election to mature or declare due the whole of the secured indebtedness and marshalling in the event of foreclosure of the liens hereby created.

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