Common use of No Further Agreements Clause in Contracts

No Further Agreements. THIS WRITTEN AGREEMENT AND THE OTHER LOAN DOCUMENTS REPRESENT 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 ORAL AGREEMENTS BETWEEN THE PARTIES. EXECUTED as of the date first above written. Very truly yours, ECT MERCHANT INVESTMENTS CORP. By:_________________________ Name:_______________________ Title:______________________ AGREED TO AND ACCEPTED as of the date first above written. KAFUS ENVIRONMENTAL INDUSTRIES LTD. By:_________________________ Name:_______________________ Title:______________________ [ECTMI Amended and Restated Note Agreement]

No Further Agreements. THIS WRITTEN AGREEMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN AMONG THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. [signature page follows] THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN AMONG THE PARTIES. EXECUTED as of the date first above written. Very truly yoursKAFUS INDUSTRIES LTD., f/k/a KAFUS ENVIRONMENTAL INDUSTRIES LTD. By: ------------------------------------------ Name: ---------------------------------------- Title: --------------------------------------- ECT MERCHANT INVESTMENTS CORP. By:_________________________ : ------------------------------------------ Name:_______________________ : ---------------------------------------- Title:______________________ AGREED TO AND ACCEPTED as of the date first above written. KAFUS ENVIRONMENTAL INDUSTRIES LTD. By:_________________________ Name:_______________________ Title:______________________ : --------------------------------------- [ECTMI Amended and Restated Note Amendment to Warrant Agreement]

No Further Agreements. THIS WRITTEN AGREEMENT AND THE OTHER LOAN DOCUMENTS REPRESENT 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 ORAL AGREEMENTS BETWEEN THE PARTIES. EXECUTED as of the date first above written. Very truly yours, ECT MERCHANT INVESTMENTS ENRON CAPITAL & TRADE RESOURCES CORP. By:_________________________ : ------------------------------ Name:_______________________ : ---------------------------- Title:______________________ : --------------------------- AGREED TO AND ACCEPTED as of the date first above written. KAFUS ENVIRONMENTAL INDUSTRIES LTD. By:_________________________ : -------------------------------- Name:_______________________ : ------------------------------ Title:______________________ : ----------------------------- [ECTMI Amended and Restated Note Securities Purchase Agreement]

No Further Agreements. THIS WRITTEN AGREEMENT AND THE OTHER LOAN WARRANT DOCUMENTS REPRESENT 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 ORAL AGREEMENTS BETWEEN THE PARTIES. EXECUTED as of the date first above written. Very truly yours, ECT MERCHANT INVESTMENTS ENRON CAPITAL & TRADE RESOURCES CORP. By:_________________________ : ----------------------------- Name:_______________________ : --------------------------- Title:______________________ : -------------------------- AGREED TO AND ACCEPTED as of the date first above written. KAFUS ENVIRONMENTAL INDUSTRIES LTD. By:_________________________ : --------------------------- Name:_______________________ : ------------------------- Title:______________________ [ECTMI Amended and Restated Note Agreement]: ------------------------

No Further Agreements. THIS WRITTEN AGREEMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN AMONG THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN AMONG THE PARTIES. EXECUTED as of the date first above written. Very truly yours, KAFUS INDUSTRIES LTD. By: ------------------------------------------ Name: ---------------------------------------- Title: --------------------------------------- ECT MERCHANT INVESTMENTS CORP. By:_________________________ : ------------------------------------------ Name:_______________________ : ---------------------------------------- Title:______________________ AGREED TO AND ACCEPTED as of the date first above written. KAFUS ENVIRONMENTAL INDUSTRIES LTD. By:_________________________ Name:_______________________ Title:______________________ : --------------------------------------- [ECTMI Amended and Restated Note Amendment to Registration Rights Agreement]

No Further Agreements. THIS WRITTEN AGREEMENT AND THE OTHER LOAN DOCUMENTS REPRESENT 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 ORAL AGREEMENTS BETWEEN THE PARTIES. EXECUTED as of the date first above written. Very truly yours, ECT MERCHANT INVESTMENTS ENRON CAPITAL & TRADE RESOURCES CORP. By:_________________________ : --------------------------------------- Name:_______________________ : --------------------------------------- Title:______________________ : --------------------------------------- AGREED TO AND ACCEPTED as of the date first above written. KAFUS ENVIRONMENTAL INDUSTRIES LTD. By:_________________________ : ------------------------ Name:_______________________ : ------------------------ Title:______________________ : ------------------------ [ECTMI Amended and Restated Note Agreement]

No Further Agreements. THIS WRITTEN AGREEMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN AMONG THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. [signature page follows] THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN AMONG THE PARTIES. EXECUTED as of the date first above written. Very truly yoursKAFUS L INDUSTRIES LTD., f/k/a KAFUS ENVIRONMENTAL INDUSTRIES LTD. By: -------------------------------------------- Name: ------------------------------------------ Title: ----------------------------------------- ECT MERCHANT INVESTMENTS CORP. By:_________________________ : -------------------------------------------- Name:_______________________ : ------------------------------------------ Title:______________________ AGREED TO AND ACCEPTED as of the date first above written. KAFUS ENVIRONMENTAL INDUSTRIES LTD. By:_________________________ Name:_______________________ Title:______________________ [ECTMI Amended and Restated Note Agreement]: -----------------------------------------