Common use of Entire Agreement; Amendment Clause in Contracts

Entire Agreement; Amendment. This Agreement constitutes the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereof. No provision of this Agreement may be amended or terminated except by a statement in writing signed by the party against which enforcement of the amendment or termination is sought.

Entire Agreement; Amendment. This Agreement constitutes the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect exclusive Agreement between the parties with respect to the subject matter hereofhereof and supersedes and cancels all previous discussions, agreements, commitments and writings in respect thereof. No provision of amendment or addition to this Agreement may shall be amended or terminated except by a statement in effective unless reduced to writing signed and executed by the party against which enforcement authorized representatives of the amendment or termination is soughtparties.

Entire Agreement; Amendment. This The Agreement constitutes the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties Parties with respect to of the subject matter hereof. No provision of this the Agreement may be amended amended, waived, or terminated discharged except by a statement in writing signed by the party against which enforcement mutual written agreement of the amendment Parties. The consent of any other person(s) to any such amendment, waiver or termination is soughtdischarge shall not be required.

Entire Agreement; Amendment. This Agreement constitutes represents the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereofemployment of Employee and supersedes all prior agreements with respect thereto. No provision of this This Agreement may not be altered or amended or terminated except by a statement in writing signed executed by the party against which enforcement of the amendment or termination is soughtboth parties hereto.

Entire Agreement; Amendment. This Agreement constitutes contains the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect regard to the subject matter hereof and thereof and supersedes all prior agreements and understandings among the parties relating to the subject matter hereof. No provision of Neither this Agreement nor any term hereof may be amended amended, waived, discharged or terminated except other than by a statement in writing written instrument signed by the party against which whom enforcement of the amendment any such amendment, waiver, discharge or termination is sought.

Entire Agreement; Amendment. This Agreement constitutes the entire understanding and agreement of between the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereofhereof and supersedes and terminates any prior communication, agreement or understanding, whether written or oral. No provision of this This Agreement may be amended or terminated except modified only by a statement in writing signed by the party against which enforcement of the amendment or termination is soughtall parties.

Entire Agreement; Amendment. This Agreement Agreement, including the other writings referred to herein or delivered pursuant hereto, constitutes the entire understanding and agreement of among the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereoftransactions contemplated herein, and it supersedes all prior oral or written agreements, commitments or understandings with respect to the matters provided for herein. No provision amendment, modification or discharge of this Agreement may shall be amended valid or terminated except by a statement binding unless set forth in writing signed and duly executed by the party against which whom enforcement of the amendment amendment, modification, or termination discharge is sought.

Entire Agreement; Amendment. This Agreement constitutes represents the entire understanding and agreement of the parties hereto with reference to the transactions contemplated hereby and supersedes any and all other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereofmade. No provision waiver, amendment or other modification of this Agreement may shall be amended or terminated except by a statement effective unless in writing and signed by the party against which enforcement of the amendment or termination is soughtparties hereto.

Entire Agreement; Amendment. This Agreement constitutes and the other documents delivered pursuant hereto constitute the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between among the parties with respect regard to the subject matter hereofsubjects hereof and thereof. No provision of Neither this Agreement nor any term hereof may be amended amended, waived, discharged or terminated except other than by a statement in writing written instrument signed by the party against which whom enforcement of the amendment any such amendment, waiver, discharge or termination is sought.

Entire Agreement; Amendment. This Agreement constitutes cancels and supersedes all previous agreements relating to the subject matter of this Agreement, written or oral, between the parties hereto and contains the entire understanding and agreement of the parties hereto and supersedes shall not be amended, modified or supplemented in any other oral manner whatsoever except as otherwise provided herein or written agreements heretofore in effect between the parties with respect to the subject matter hereof. No provision of this Agreement may be amended or terminated except by a statement in writing signed by the party against which enforcement each of the amendment or termination is soughtparties hereto.

Entire Agreement; Amendment. This Agreement constitutes the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereofhereof and neither party shall be liable or bound to the other party in any manner by any warranties, representations, or covenants except as specifically set forth herein. No provision of this This Agreement may be amended amended, changed, waived, discharged, or terminated except only by a statement in writing signed by the party against which enforcement of the amendment amendment, change, waiver, discharge, or termination is sought.

Entire Agreement; Amendment. This Agreement constitutes the sole and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties Parties with respect to the subject matter hereofmatters contemplated hereby and supersedes and renders null and void all prior negotiations, representations, agreements and understandings (oral and written) between the Parties with respect to such matters. No provision of change or amendment may be made to this Agreement may be amended or terminated except by a statement an instrument in writing signed by the party against which enforcement on behalf of each of the amendment or termination is soughtParties.

Entire Agreement; Amendment. This Agreement constitutes and the other documents delivered pursuant hereto constitute the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between among the parties with respect regard to the subject matter hereofsubjects hereof and thereof and supersedes all prior agreements and understandings relating thereto. No provision of Neither this Agreement nor any term hereof may be amended amended, waived, discharged or terminated except other than by a statement in writing written instrument signed by the party against which whom enforcement of the amendment any such amendment, waiver, discharge or termination is sought.

Entire Agreement; Amendment. This Agreement constitutes the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect regard to the subject matter subjects hereof. No provision of Neither this Agreement nor any provision hereof may be amended amended, changed or terminated except waived other than by a statement in writing written instrument signed by the party against which who enforcement of the amendment any such amendment, change or termination waiver is sought.

Entire Agreement; Amendment. This Agreement constitutes sets forth the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the its subject matter hereofand supersedes all prior agreements, negotiations and understandings, written or oral, with respect to matters covered hereby. No provision The amendments or termination of this Agreement may be amended or terminated except by made only in a statement in writing signed executed by the party against which enforcement of Bank and the Executives, and no amendment or termination is soughtof this Agreement shall be effective unless and until made in such a writing.

Entire Agreement; Amendment. This Agreement constitutes the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect regard to the subject matter hereof. No provision of Neither this Agreement nor any term hereof may be amended amended, discharged or terminated except by a statement in writing written instrument signed by the party against which enforcement of the amendment or termination is soughtparties hereto.

Entire Agreement; Amendment. This Agreement constitutes the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between among the parties with respect regard to the subject matter hereofof this Agreement. No provision This Agreement and any term of this Agreement may be amended amended, waived, discharged or terminated except only by a statement in writing written instrument signed by the party against which enforcement of the amendment or termination is soughtparties.

Entire Agreement; Amendment. This Agreement constitutes sets forth the entire agreement and understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereofmatters covered hereby and supersedes any prior agreement or understanding. No provision of this This Agreement may not be amended amended, waived, changed, modified or terminated discharged except by a statement an instrument in writing signed executed by or on behalf of the party against which whom enforcement of the amendment any amendment, waiver, change, modification or termination discharge is sought. No course of conduct or dealing shall be construed to modify, amend or otherwise affect any of the provisions hereof.

Entire Agreement; Amendment. This Agreement constitutes the entire agreement and understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereof. No provision of this This Agreement may be amended or terminated except by modified, or any provision hereof may be waived, provided that such amendment or waiver is set forth in a statement in writing signed executed by the party against which enforcement parties. No courses of the amendment dealing between or termination is soughtamong any persons having any interest in this Agreement will be deemed effective to modify, amend or discharge any part of this Agreement or any rights or obligations of any person under or by reason of this Agreement.

Entire Agreement; Amendment. This Agreement constitutes the sole and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereof. No provision of Neither this Agreement nor any term hereof may be amended amended, waived, discharged or terminated except other than by a statement in writing written instrument signed by the party against which whom enforcement of the amendment any such amendment, waiver, discharge or termination is sought.

Entire Agreement; Amendment. This Agreement constitutes contains the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereofmatters covered herein. No provision of this Agreement may be waived or amended or terminated except other than by a statement in writing written instrument signed by the party against which whom enforcement of the any such amendment or termination waiver is sought.

Entire Agreement; Amendment. This Agreement constitutes embodies the entire agreement and understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect relating to the subject matter hereofhereof and there are no covenants, promises, agreements, conditions or understandings, oral or written, except as herein set forth. No provision of this This Agreement may not be amended amended, waived or terminated discharged except by a statement an instrument in writing signed executed by the party against which enforcement of the amendment whom such amendment, waiver or termination discharge is soughtto be enforced.

Entire Agreement; Amendment. This Agreement constitutes the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect regard to the subject matter hereofhereof and thereof. No provision of Neither this Agreement nor any term hereof may be amended amended, waived, discharged or terminated except other than by a statement in writing written instrument signed by the party against which enforcement of Company and the amendment or termination is soughtEmployee.

Entire Agreement; Amendment. This Agreement constitutes represents the entire understanding and agreement of the parties hereto Primary Parties and the Agent with respect to the transactions contemplates hereby and supersedes any and all other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereofmade. No provision waiver, amendment or other modification of this Agreement may shall be amended or terminated except by a statement effective unless in writing and signed by the party against which enforcement of the amendment or termination is soughtparties hereto.

Entire Agreement; Amendment. This Agreement constitutes and the entire understanding and agreement agreements expressly referred to herein contains all of the agreements of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereofmatters contained herein and no prior or contemporaneous agreement or understandings, oral or written, pertaining to any such matters shall be effective for any purpose. No provision of this Agreement may be modified, waiver, amended or terminated added to except by a statement in writing signed by the party against which the enforcement of the such modification, waiver, amendment or termination addition is or may be sought.

Entire Agreement; Amendment. This Agreement constitutes the entire understanding and agreement of the parties hereto with regard to the subject matter hereof, and supersedes any other oral or written contains all the covenants, promises, representations, warranties and agreements heretofore in effect between the parties with respect to the Option granted hereby. All prior understandings and agreements, if any, among the parties hereto relating to the subject matter hereofhereof are hereby null and void and of no further force and effect. No provision of this This Agreement may be amended or terminated except only by a statement in writing signed executed by the party against parties hereto which enforcement specifically states that it is an amendment of the amendment or termination is soughtthis Agreement.

Entire Agreement; Amendment. This Agreement constitutes sets forth the entire understanding and agreement principal terms of the parties hereto and supersedes any other oral or written agreements heretofore in effect arrangement between the parties with respect to Parties hereto and, except as otherwise set forth herein, supersedes and terminates all prior agreements and understandings between the subject matter hereofParties. No provision of subsequent alteration, amendment, change or addition to this Agreement may shall be amended or terminated except by a statement in binding upon the Parties unless reduced to writing and signed by the party against which enforcement an authorized officer of the amendment or termination is soughteach Party.

Entire Agreement; Amendment. This Agreement constitutes the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect Agreement between the parties with respect to the subject matter hereof. No provision of this This Agreement may be amended or terminated except by a statement and any provision hereof waived, but, only in writing signed by the party against which whom such enforcement of the amendment or termination is sought.

Entire Agreement; Amendment. This Agreement constitutes the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect regard to the subjects hereof and thereof. Any previous agreements among the parties relative to the specific subject matter hereofhereof are superseded by this Agreement. No provision of Neither this Agreement nor any provision hereof may be amended amended, changed, waived, discharged or terminated except other than by a statement in writing written instrument signed by the party against which who enforcement of the amendment any such amendment, change, waiver, discharge or termination is sought.

Entire Agreement; Amendment. This Agreement constitutes contains the entire agreement and understanding and agreement of between the parties hereto in reference to all of the matters herein agreed upon, and supersedes no representations, promises, agreements or understandings, whether written or oral, not herein contained shall be of any other oral force or written agreements heretofore in effect between the parties with respect to the subject matter hereofeffect. No provision of this This Agreement may only be amended or terminated except by a statement an agreement in writing signed by the party against which enforcement all of the amendment or termination is soughtparties hereto.

Entire Agreement; Amendment. This Agreement constitutes the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect Agreement between the parties Parties with respect to the subject matter hereofhereof and supersedes and cancels all previous discussions, agreements, commitments and writings in respect thereof. No provision of amendment or addition to this Agreement may shall be amended or terminated except by a statement in effective unless reduced to writing signed and executed by the party against which enforcement authorized representatives of the amendment or termination is soughtParties.

Entire Agreement; Amendment. This Agreement constitutes and the other documents delivered pursuant hereto or contemplated hereby constitute the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect regard to the subject matter hereofsubjects hereof and thereof. No provision of Neither this Agreement nor any term hereof may be amended amended, waived, discharged or terminated except by a statement in writing written instrument signed by the party against which whom enforcement of the amendment any such amendment, waiver, discharge or termination is sought.

Entire Agreement; Amendment. This Agreement constitutes Agreement, including its preamble and exhibits, and the other documents delivered pursuant thereto constitute the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties Parties with respect regard to the subject matter hereofmatters hereof and thereof and supersede all prior agreements and understandings relating thereto. No provision of Neither this Agreement nor any term hereof may be amended amended, waived, discharged or terminated except by a statement an instrument in writing signed by all the party against which enforcement of the amendment or termination is soughtParties.

Entire Agreement; Amendment. This The parties hereto acknowledge that this Agreement constitutes sets forth the entire agreement and understanding and agreement of the parties hereto and supersedes any other supercedes all prior written or oral agreements or written agreements heretofore in effect between the parties understandings with respect to the subject matter hereof. No provision modification of any of the terms of this Agreement may Agreement, or any amendments thereto, shall be amended or terminated except by a statement deemed to be valid unless in writing and signed by an authorized agent or representative of both parties hereto. No course of dealing or usage of trade shall be used to modify the party against which enforcement of the amendment or termination is soughtterms and conditions herein.

Entire Agreement; Amendment. This Agreement constitutes the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect regard to the subject matter subjects hereof. No provision of Neither this Agreement nor any term hereof may be amended amended, waived, discharged or terminated except other than by a statement in writing written instrument signed by the party against which enforcement of the amendment or termination is soughtto be charged.

Entire Agreement; Amendment. This Agreement constitutes the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect regard to the subject matter hereofsubjects hereof and thereof. No provision of Neither this Agreement nor any term hereof may be amended amended, waived, discharged or terminated except other than by a statement in writing written instrument signed by the party against which enforcement of the amendment or termination is soughtto be charged.

Entire Agreement; Amendment. This Agreement constitutes and the other documents referenced herein and delivered pursuant hereto constitute the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between among the parties with respect regard to the subject matter hereofhereof and supersede all prior agreements and understandings relating thereto. No provision of Neither this Agreement nor any term hereof may be amended amended, waived, discharged or terminated except other than by a statement in writing written instrument signed by the party against which whom enforcement of the amendment any such amendment, waiver, discharge or termination is sought.

Entire Agreement; Amendment. This Agreement constitutes contains the entire --------------------------- understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect regard to the subject matter hereof and thereof and supersedes all prior agreements and understandings among the parties relating to the subject matter hereof. No provision of Neither this Agreement nor any term hereof may be amended amended, waived, discharged or terminated except other than by a statement in writing written instrument signed by the party against which whom enforcement of the amendment any such amendment, waiver, discharge or termination is sought.

Entire Agreement; Amendment. This Agreement constitutes and the other documents delivered pursuant hereto at the Closing constitute the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties Parties with respect regard to the subject matter hereofsubjects hereof and thereof. No provision of Except as expressly provided herein, neither this Agreement nor any term hereof may be amended amended, waived, discharged or terminated except other than by a statement in writing written instrument signed by the party against which enforcement of Purchaser and the amendment or termination is soughtSeller.

Entire Agreement; Amendment. This Agreement constitutes sets forth the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the its subject matter hereofand supersedes all prior agreements, negotiations and understandings, written or oral, with respect to matters covered hereby. No provision The amendments or termination of this Agreement may be amended or terminated except by made only in a statement in writing signed executed by the party against which enforcement of Bank and the Executive, and no amendment or termination is soughtof this Agreement shall be effective unless and until made in such a writing.

Entire Agreement; Amendment. This Agreement constitutes the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect exclusive Agreement between the parties with respect to the subject matter hereofhereof and supersedes and cancels all previous discussions, agreements, commitments and writings in respect thereof except for the License Agreement. No provision of amendment or addition to this Agreement may shall be amended or terminated except by a statement in effective unless reduced to writing signed and executed by the party against which enforcement authorized representatives of the amendment or termination is soughtparties.

Entire Agreement; Amendment. This Agreement constitutes and any other documents delivered pursuant hereto, constitute the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect regard to the subject matter hereof. No provision of Except as expressly provided herein, neither this Agreement nor any term hereof may be amended amended, waived, discharged or terminated except other than by a statement in writing written instrument signed by the party against which whom enforcement of the amendment any such amendment, waiver or discharge or termination is sought.

Entire Agreement; Amendment. This Agreement constitutes the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereof. No provision of this This Agreement may not be amended or terminated modified nor may any provision hereof by waived except by a statement in writing signed by the each party against which enforcement of the amendment or termination is soughtto be bound thereby.

Entire Agreement; Amendment. This Agreement constitutes the full and --------------------------- entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect regard to the subject matter hereof. No provision of Except as expressly provided herein, neither this Agreement nor any term hereof may be amended amended, waived, discharged or terminated terminated, except by a statement in writing written instrument signed by the party against which enforcement of the amendment or termination is soughtparties hereto.

Entire Agreement; Amendment. This Agreement constitutes the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect regard to the subject matter hereofsubjects hereto and thereof. No provision None of this Agreement or any term hereof may be amended amended, waived, discharged or terminated terminated, except by a statement in writing written instrument signed by the party against which enforcement both of the amendment or termination is soughtparties hereto.

Entire Agreement; Amendment. This Agreement constitutes the entire understanding and agreement of between the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereof, and supersedes all prior oral or written agreements, commitments or understanding with respect to the matters provided for herein. No provision amendment, modification or discharge of this Agreement may shall be amended valid or terminated except by a statement binding unless set forth in writing signed and duly executed by the party against which whom enforcement of the amendment amendment, modification, or termination is discharge was sought.

Entire Agreement; Amendment. This Agreement constitutes represents the entire understanding and agreement of between the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereof. No provision of this Agreement hereof and may be amended or terminated except only by a statement an instrument in writing signed by the party against which enforcement parties hereto. Upon the execution and delivery of this Agreement, any prior agreement relating to the amendment subject matter hereof will be deemed automatically terminated and be of no further force or termination is sought.effect

Entire Agreement; Amendment. This Agreement constitutes the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties and supersedes all prior understandings or agreements, whether written or oral, with respect to the subject matter hereof. No provision amendment or modification of this Agreement may shall be amended or terminated except by a statement valid unless it is in writing and signed by the party against which enforcement of the amendment or termination is soughteach party.

Entire Agreement; Amendment. This Agreement constitutes and the other documents delivered pursuant hereto constitute the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect regard to the subject matter hereofsubjects hereof and thereof and supersede all prior written and all prior or contemporaneous oral negotiations, agreements, arrangements and understandings. No provision of Neither this Agreement nor any term hereof may be amended amended, waived, discharged, or terminated except other than by a statement in writing written instrument signed by the party against which whom enforcement of the amendment any such amendment, waiver, discharge, or termination is sought.

Entire Agreement; Amendment. This Agreement constitutes the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect regard to the subject matter subjects hereof. No provision of Except as expressly provided herein, neither this Agreement nor any term hereof may be amended amended, waived, discharged or terminated except other than by a statement in writing written instrument signed by the party against which whom enforcement of the amendment any such amendment, waiver, discharge or termination is sought.

Entire Agreement; Amendment. This Agreement constitutes the entire understanding and agreement of between the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereoftransactions contemplated herein, and it supersedes all prior oral or written agreements, commitments or understandings with respect to the matters provided for herein. No provision amendment, modification or discharge of this Agreement may shall be amended valid or terminated except by a statement binding unless set forth in writing signed and duly executed and delivered by the party against which whom enforcement of the amendment amendment, modification, or termination discharge is sought.

Entire Agreement; Amendment. This Agreement constitutes the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties Parties with respect to the subject matter hereof. No provision of Any prior verbal or written representations or agreements respecting the Premises not expressly set forth herein are null and void. Any and all amendments to this Agreement may shall be amended or terminated except by a statement in writing signed and executed by the party against which enforcement of the amendment or termination is soughtParties.

Entire Agreement; Amendment. This Agreement constitutes the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereofhereof and supersedes all previous proposals, negotiations, representations, commitments writings and all other communications between the parties, both oral and written. No provision change, amendment, modification, termination or attempted waiver of this Agreement may any of the provisions hereof shall be amended or terminated except by a statement binding unless in writing and signed by the party against which enforcement an authorized signatory of the amendment or termination is soughtboth parties hereto.

Entire Agreement; Amendment. This Agreement constitutes the entire understanding and agreement of the parties hereto with regard to the subject matter hereof, and supersedes any other oral or written contains all the covenants, promises, representations, warranties and agreements heretofore in effect between the parties with respect to the Units granted hereby. All prior understandings and agreements, if any, among the parties hereto relating to the subject matter hereofhereof are hereby null and void and of no further force and effect. No provision of this This Agreement may be amended or terminated except only by a statement in writing signed executed by the party against parties hereto which enforcement specifically states that it is an amendment of the amendment or termination is soughtthis Agreement.

Entire Agreement; Amendment. This Agreement constitutes the entire understanding and agreement of between the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to regarding the subject matter hereof. No provision of this Agreement hereof and may not be amended changed or terminated cancelled except by a statement in writing signed by the party against which enforcement of the amendment or termination is soughtall parties hereto.

Entire Agreement; Amendment. This Agreement constitutes the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between among the parties with respect regard to the subject matter hereof. No provision of Neither this Agreement nor any term hereof may be amended amended, waived, discharged or terminated except other than by a statement in writing written instrument signed by the party against which whom enforcement of the amendment any such amendment, waiver, discharge or termination is sought.

Entire Agreement; Amendment. This Agreement constitutes the entire agreement and understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties Parties with respect to the subject matter hereof. No provision of this This Agreement may be amended or terminated except by modified, or any provision hereof may be waived, provided that such amendment or waiver is set forth in a statement in writing signed executed by the party against which enforcement Parties. No courses of the amendment dealing between or termination is soughtamong any persons having any interest in this Agreement will be deemed effective to modify, amend or discharge any part of this Agreement or any rights or obligations of any person under or by reason of this Agreement.

Entire Agreement; Amendment. This Agreement constitutes contains the entire understanding and agreement of between the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereof and supersedes any and all prior or contemporaneous written or oral negotiations or agreements between them regarding the subject matter hereof. No addition, modification or amendment of or to any term or provision of this Agreement, or to this Agreement may as a whole, shall be amended or terminated except by a statement effective unless set forth in writing and signed by all the party against which enforcement of the amendment or termination is soughtparties hereto.

Entire Agreement; Amendment. This Agreement constitutes the entire understanding and agreement of between the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereofhereof and supersedes and terminates any prior communication, agreement or understanding, whether written or oral. No provision of this This Agreement may only be amended or terminated except modified by a statement in writing signed by the party against which enforcement of the amendment or termination is soughtall parties.

Entire Agreement; Amendment. This Agreement constitutes the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between among the parties with respect regard to the subject matter hereofsubjects hereof and thereof. No provision of Neither this Agreement nor any term hereof may be amended amended, waived, discharged or terminated except other than by a statement in writing written instrument signed by the party against which whom enforcement of the amendment any such amendment, waiver, discharge or termination is sought.

Entire Agreement; Amendment. This Agreement constitutes contains the entire --------------------------- understanding and agreement of between the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereof and supersedes any and all prior or contemporaneous written or oral negotiations or agreements between them regarding the subject matter hereof. No addition, modification or amendment of or to any term or provision of this Agreement, or to this Agreement may as a whole, shall be amended or terminated except by a statement effective unless set forth in writing and signed by all the party against which enforcement of the amendment or termination is soughtparties hereto.

Entire Agreement; Amendment. This Agreement constitutes the full and --------------------------- entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect regard to the subject matter hereofsubjects hereto and thereof. No provision None of this Agreement or any term hereof may be amended amended, waived, discharged or terminated terminated, except by a statement in writing written instrument signed by the party against which enforcement both of the amendment or termination is soughtparties hereto.

Entire Agreement; Amendment. This Agreement constitutes and the other documents delivered pursuant hereto or contemplated hereby constitute the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between among the parties with respect regard to the subject matter hereofsubjects hereof and thereof. No provision of Neither this Agreement nor any term hereof may be amended amended, waived, discharged or terminated except other than by a statement in writing written instrument signed by the party against which whom enforcement of the amendment any such amendment, waiver, discharge or termination is sought.

Entire Agreement; Amendment. This Agreement constitutes the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties Parties hereto with respect to the subject matter hereof, and supersedes any prior oral or written agreements, commitments or understanding with respect to the matters provided for herein. No provision amendment, modification or discharge of this Agreement may shall be amended valid or terminated except by a statement binding unless set forth in writing signed and duly executed by the party against which whom enforcement of the amendment amendment, modification, or termination is discharge was sought.

Entire Agreement; Amendment. This Agreement constitutes set forth the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereofhereof and supersedes all prior agreements, written and oral, between the parties. No provision modification of any of the terms of this Agreement may shall be amended or terminated except by a statement deemed to be valid unless it is in writing and signed by the party against which whom enforcement of the amendment or termination is sought.

Entire Agreement; Amendment. This Agreement constitutes and the entire understanding and agreement agreements expressly referred to herein contains all of the agreements of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereofmatters contained herein and no prior or contemporaneous agreement or understandings, oral or written, pertaining to any such matters shall be effective for any purpose. No provision of this Agreement may be modified, waived, amended or terminated added to except by a statement in writing signed by the party against which the enforcement of the such modification, waiver, amendment or termination addition is or may be sought.

Entire Agreement; Amendment. This Agreement constitutes the entire understanding agreement among the parties hereto with respect to the matters set forth herein, and agreement there are no agreements, understandings, warranties or representations except as specifically delineated herein. This instrument is not intended to have any legal effect, or to be a legally binding agreement, or any evidence thereof, until it has been signed by each of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect all conditions to the subject matter hereofeffectiveness hereunder have been satisfied. No provision of this This Agreement may shall not be amended or terminated modified in any way except by a statement an instrument in writing signed executed by the party against which enforcement each of the amendment or termination is soughtparties hereto.

Entire Agreement; Amendment. This Agreement constitutes contains the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereof, supersedes any prior agreement between the parties, and may not be changed or terminated orally. No provision change, termination or attempted waiver of this Agreement may any of the provisions hereof shall be amended or terminated except by a statement binding unless in writing and signed by the party against which enforcement of whom the amendment or termination same is soughtsought to be enforced.

Entire Agreement; Amendment. This Agreement constitutes the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between among the parties with respect regard to the subject matter hereofsubjects hereof and thereof. No provision of Neither this Agreement nor any term hereof may be amended amended, waived, discharged or terminated except other than by a statement in writing written instrument signed by the party against which enforcement of the amendment or termination is soughtparties hereto.

Entire Agreement; Amendment. This Agreement constitutes the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect regard to the subject matter hereofhereof and thereof. No provision of this This Agreement or any term hereof may be amended amended, waived, discharged or terminated except by a statement in writing written instrument signed by the party against which enforcement of Company and the Holder Any amendment or termination is soughtwaiver effected in accordance with this paragraph shall be binding upon each party to the Agreement, whether or not such party has signed such amendment or waiver, each future Holder, and the Company.

Entire Agreement; Amendment. This Agreement constitutes the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect regard to the subject matter hereofsubjects hereof and thereof. No provision of Neither this Agreement nor any provision hereof may be amended amended, changed or terminated except waived other than by a statement in writing written instrument signed by the party against which who enforcement of the amendment any such amendment, change or termination waiver is sought.

Entire Agreement; Amendment. This Agreement constitutes represents the entire understanding and agreement of the parties hereto with reference to the transactions contemplated hereby and supersedes any and all other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereofmade other than those specifically mentioned herein. No provision waiver, amendment or other modification of this Agreement may shall be amended or terminated except by a statement effective unless in writing and signed by the party against which enforcement of the amendment or termination is soughtparties hereto.

Entire Agreement; Amendment. This Agreement constitutes represents the entire understanding and agreement of the parties hereto with reference to the transactions contemplated hereby and supersedes any and all other oral or written agreements heretofore in effect between made, including the parties with respect to the subject matter hereofletter agreement dated July 30, 1999. No provision waiver, amendment or other modification of this Agreement may shall be amended or terminated except by a statement effective unless in writing and signed by the party against which enforcement of the amendment or termination is soughtparties hereto.

Entire Agreement; Amendment. This Agreement constitutes the entire agreement and understanding between the parties concerning the subject matter hereof and agreement supersedes and terminates all prior written and oral agreements, proposals, promises and representations of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to respecting the subject matter hereof. No representation or promise hereafter made, nor any modification or amendment of this Agreement, shall be binding upon either party, unless made in writing and signed by the parties hereto. If any provision of this Agreement may is found to be amended unenforceable or terminated except by a statement in writing signed by the party against which enforcement invalid, all other provisions of the amendment or termination is soughtthis Agreement shall no longer be valid.

Entire Agreement; Amendment. This Agreement constitutes the entire understanding and agreement of between the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereofhereof and shall supersede all previous oral and written and all contemporaneous oral negotiations, commitments and understandings. No provision of this This Agreement and any provisions hereof may be amended changed, waived, discharged or terminated except only by a statement an instrument in writing signed by the party against which an enforcement of the amendment or termination same is sought.

Entire Agreement; Amendment. This Agreement constitutes sets forth the entire agreement and understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereofhereof and supersedes any prior agreement, proposal, negotiation or discussion relating thereto. No provision amendment or modification to the terms of this Agreement may shall be amended or terminated except by a statement effective unless in writing and signed by the party against which enforcement of the amendment or termination is soughtparties hereto.

Entire Agreement; Amendment. This Agreement constitutes and the other Instruments delivered in connection herewith, embodies the entire agreement and understanding and agreement of the parties hereto and supersedes any other oral prior agreement or written agreements heretofore in effect understanding between the parties with respect to the subject matter hereof. No provision of this Agreement. This Agreement may cannot be amended or terminated except orally, but only by a statement in writing signed duly executed by the party against which enforcement of the amendment or termination is soughtparties.

Entire Agreement; Amendment. This Agreement constitutes the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between among the parties with respect regard to the subject matter hereofsubjects hereof and supersedes all prior agreements and understandings relating thereto. No provision of Neither this Agreement nor any term hereof may be amended amended, waived, discharged or terminated except other than by a statement in writing written instrument signed by the party against which whom enforcement of the amendment any such amendment, waiver, discharge or termination is sought.

Entire Agreement; Amendment. This Agreement constitutes the entire understanding and agreement between the Parties relating to the termination of the parties hereto Employment Agreement and supersedes any other and all prior agreements or oral representations by either Party related thereto. This Agreement shall not be changed, modified or written agreements heretofore amended in effect between the parties with any respect to the subject matter hereof. No provision of this Agreement may be amended or terminated except by a statement in writing written instrument signed by the party against which enforcement of the amendment or termination is soughtParties.

Entire Agreement; Amendment. This Agreement constitutes contains the sole and entire understanding and agreement of between the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect relating to the subject matter hereof and supersedes all prior discussions and agreements between the parties relating to such retention and any such prior agreements shall, from and after the date hereof, be null and void. No provision of this This Agreement may shall not be modified or amended or terminated except by a statement an instrument in writing signed by the party against which enforcement or on behalf of the amendment or termination is soughtparties hereto.

Entire Agreement; Amendment. This Agreement constitutes the full and entire understanding and agreement of among the parties hereto Parties with regard to the subjects hereof and supersedes any other oral or written all prior agreements heretofore in effect between the parties with respect to the subject matter hereofand understandings relating thereto. No provision of Neither this Agreement nor any term hereof may be amended amended, waived, discharged or terminated except other than by a statement in writing written instrument signed by the party Party against which whom enforcement of the amendment any such amendment, waiver, discharge or termination is sought.

Entire Agreement; Amendment. This Agreement constitutes the entire understanding and agreement of between the parties hereto with respect to the subject matter hereof and cancels and supersedes any other oral all prior agreements, proposals, negotiations, representations, discussions, and correspondence, either written or written agreements heretofore in effect between the parties oral, with respect to the subject matter hereof. No provision of alterations, changes or amendments to this Agreement may shall be amended or terminated except by a statement effective unless in writing and signed by the party against which enforcement of the amendment or termination is soughtboth parties hereto.

Entire Agreement; Amendment. This Agreement constitutes the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect regard to the subject matter hereof. No provision of Neither this Agreement nor any term hereof may be amended amended, waived, discharged or terminated except orally, but only by a statement in writing written instrument signed by the party against which enforcement of the amendment or termination is soughtCompany and Holder.

Entire Agreement; Amendment. This Agreement constitutes contains the entire --------------------------- understanding and agreement of among the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereof and supersedes any and all prior or contemporaneous written or oral negotiations and agreements between them regarding the subject matter hereof. No addition, modification or amendment of or to any term or provision of this Agreement, or to this Agreement may as a whole, shall be amended or terminated except by a statement effective unless set forth in writing and signed by the party against which enforcement all of the amendment or termination is soughtparties hereto.

Entire Agreement; Amendment. This Agreement constitutes contains the entire understanding and agreement of between the parties hereto regarding the subject matter hereof and supersedes any other oral all prior or written contemporaneous communications, agreements heretofore in effect between the parties or understandings with respect to the subject matter hereof. No provision amendment, modification or waiver of any provisions of this Agreement may shall be amended or terminated except by a statement valid unless in writing and signed by the party against which whom enforcement of the amendment or termination is sought.

Entire Agreement; Amendment. This Agreement agreement constitutes the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereof. No Except as specifically provided herein, neither this agreement nor any provision of this Agreement may hereof can be amended changed, waived, discharged or terminated except orally, but only by a statement an instrument in writing signed by the party against which enforcement all of the amendment or termination is sought.parties

Entire Agreement; Amendment. This Agreement constitutes Agreement, when it becomes effective, will constitute the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereofhereto. No provision of this Agreement may amendment or modification hereof shall be amended valid or terminated except by a statement binding unless made in writing and signed by the party against which whom enforcement of the amendment or termination thereof is sought.

Entire Agreement; Amendment. This Agreement constitutes the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect exclusive Agreement between the parties with respect to the subject matter hereofhereof and supersedes and cancels all previous discussions, agreements, commitments and writings in respect thereof, including without limitation the Predecessor Agreement. No provision of amendment or addition to this Agreement may shall be amended or terminated except by a statement in effective unless reduced to writing signed and executed by the party against which enforcement authorized representatives of the amendment or termination is soughtparties.

Entire Agreement; Amendment. This Agreement constitutes and the entire understanding and agreement agreements expressly referred to herein contains all of the parties agreements of the Parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereofmatters contained herein and no prior or contemporaneous agreement or understandings, oral or written, pertaining to any such matters shall be effective for any purpose. No provision of this Agreement may be modified, waived, amended or terminated added to except by a statement in writing signed by the party against which the enforcement of the such modification, waiver, amendment or termination addition is or may be sought.

Entire Agreement; Amendment. This Agreement constitutes Agreement, and the documents executed and delivered in connection herewith, constitute the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereofhereto. No provision of Neither this Agreement nor any provision hereof may be amended amended, waived, discharged or terminated except orally, but only by a statement in writing signed by the party against which whom enforcement of the amendment amendment, waiver, discharge or termination is sought.

Entire Agreement; Amendment. This Agreement constitutes The Agreements and the other documents delivered pursuant hereto constitute the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect regard to the subject matter hereofsubjects hereof and thereof. No provision of Neither this Agreement nor any term hereof may be amended amended, waived, discharged, or terminated except other than by a statement in writing written instrument signed by the party against which whom enforcement of the amendment any such amendment, waiver, discharge, or termination is sought.

Entire Agreement; Amendment. This Agreement constitutes the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect regard to the subject matter hereofsubjects hereof and thereof. No provision of Except as expressly provided herein, neither this Agreement nor any term hereof may be amended amended, waived, discharged or terminated except other than by a statement in writing written instrument signed by the party against which enforcement of the amendment or termination is soughtboth Parties.

Entire Agreement; Amendment. This Agreement constitutes and the Annexures attached hereto constitute the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties Parties with respect to the subject matter hereof, and specifically supersede all previous agreements, oral or written, regarding the subject matter hereof. No provision of this Agreement may amendment, waiver, or discharge hereof shall be amended or terminated except by a statement in writing signed valid unless it is executed by the party Party against which enforcement of the amendment whom such amendment, waiver, or termination discharge is soughtsought to be enforced.

Entire Agreement; Amendment. This Agreement constitutes embodies the entire agreement and understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereofherein and supercedes all prior or contemporaneous oral or written understandings and agreements of the Parties. No provision of this This Agreement may cannot be amended or terminated except orally, but only by a statement in writing signed duly executed by the party against which enforcement of the amendment or termination is soughtparties hereto.

Entire Agreement; Amendment. This Agreement constitutes contains the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the subject matter hereofhereof and supersedes any prior or contemporaneous written or oral agreements of the parties concerning such subject matter. No provision of amendment to this Agreement may shall be amended or terminated except by a statement effective unless set forth in writing and signed by the party against which enforcement of the amendment or termination is soughtboth parties.

Entire Agreement; Amendment. This Agreement constitutes and the agreements referred to herein (to the extent referred to herein) constitute the full and entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect regard to the subject matter hereof. No provision of Except as expressly provided herein, neither this Agreement nor any term hereof may be amended amended, waived, discharged or terminated except other than by a statement in writing written instrument signed by the party against which whom enforcement of the amendment any such amendment, waiver, discharge or termination is sought.

Entire Agreement; Amendment. This Agreement constitutes sets forth the entire understanding and agreement of between the parties hereto and fully supersedes any other oral and all prior agreements or written agreements heretofore in effect understandings between the parties with respect hereto pertaining to the subject matter hereof. No provision Any amendment, waiver, or modification of this Agreement may shall be amended or terminated except by a statement effective only if in writing and signed by both the party against which enforcement parties. If any part of this Agreement is found to be invalid, the parties agree that the remainder of the amendment or termination is soughtAgreement shall remain effective and enforceable.

Entire Agreement; Amendment. This The Agreement constitutes sets forth the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the its subject matter hereofand supersedes all prior agreements, negotiations and understandings, written or oral, with respect to matters covered hereby. No provision The amendments or termination of this the Agreement may be amended or terminated except by made only in a statement in writing signed executed by the party against which enforcement of Company and the Executives, and no amendment or termination is soughtof the Agreement shall be effective unless and until made in such a writing.

Entire Agreement; Amendment. This Agreement constitutes the entire understanding supersedes any and agreement all prior and contemporaneous agreements, understandings, negotiations and discussions amongst any of the parties Parties hereto and supersedes (including amongst any other members, shareholders, employees, agents, representatives, officers and/or directors of the Parties), whether oral or written agreements heretofore in effect between the parties with respect to the subject matter hereofwritten. No provision amendment, supplement, modification, waiver or termination of this Agreement may shall be amended or terminated except by a statement binding unless executed in writing signed by all Parties hereto, or in the case of a waiver, by the party against which enforcement of the amendment or termination is soughtParty for whom such benefit was intended.

Entire Agreement; Amendment. This Agreement constitutes sets forth the entire understanding and agreement of the parties hereto and supersedes any other oral or written agreements heretofore in effect between the parties with respect to the its subject matter hereofand supersedes all prior agreements, negotiations and understandings, written or oral, with respect to matters covered hereby. No provision The amendments or termination of this Agreement may be amended or terminated except by made only in a statement in writing signed executed by the party against which enforcement of Company and the Executives, and no amendment or termination is soughtof the Agreement shall be effective unless and until made in such a writing.