Entire Agreement; Amendments. This Agreement and the instruments referenced herein contain the entire understanding of the parties with respect to the matters covered herein and therein and, except as specifically set forth herein or therein, neither the Company nor the Buyer makes any representation, warranty, covenant or undertaking with respect to such matters. No provision of this Agreement may be waived or amended other than by an instrument in writing signed by the majority in interest of the Buyer.

Entire Agreement; Amendments. This Agreement contains the entire understanding of the parties with respect to the services of ​ to the Company on and after the Effective Date. This Agreement may not be altered, modified, or amended except by written instrument signed by the parties hereto. Nothing contained herein shall impact any rights or obligations of the Company or ​ under the Employment Agreement that survive the termination of such agreement and ​' employment thereunder, including, without limitation, the rights under [Section 3(b)] with respect to the 2016 annual incentive, the Accrued Rights (as defined in [Section 6(a)(viii)(C)] of the Employment Agreement), and the rights the obligations ​ and the Company under [Section 7(a)(iii)] of the Employment Agreement with respect to non-disparagement and [Section 11(m)] with respect to indemnification and insurance. It is expressly understood and agreed that ​' cessation of services under the Employment Agreement is due to retirement and, as such, constitutes a voluntary resignation without "Good Reason" for all purposes of the Employment Agreement. Notwithstanding anything contained in this Agreement, this Agreement may be, in whole or in part, terminated, modified, extended or completely extinguished only by the affirmative vote of a majority of the Board of Directors of the Company, and, in the case of any modification or extension, with the consent of ​.

Entire Agreement; Amendments. This Agreement supersedes, discharges and cancels all previous agreements regarding Executive’s employment with ​, including without limitation that certain Executive Agreement by and between ​ and Executive dated as of ​, and constitutes the entire agreement between the parties with regard to the subject matter hereof. No agreements, representations, or statements of any party not contained herein shall be binding on either party. Further, no amendment or variation of the terms or conditions of this Agreement shall be valid unless in writing and signed by both parties.

This Agreement and the Plan and Policy embody the entire agreement and understanding between the Company and you with respect to the Restricted Shares, and there are no representations, promises, covenants, agreements or understandings with respect to the Restricted Shares other than those expressly set forth in this Agreement and the Plan or Policy. In the event of any conflict between this Agreement and the Plan or Policy, the terms of the Plan or Policy will govern.

Entire Agreement. This Lease constitutes the final agreement of the parties. It is the complete and exclusive expression of the parties’ agreement with respect to the subject matter of this Lease. All prior and contemporaneous communications negotiations and agreements between the parties relating to the subject matter hereof are expressly merged into and superseded by this Lease. The provisions of this Lease may not be explained, supplemented, or qualified by evidence of trade usage or a prior course of dealings. Neither party was induced to enter this Lease by, and neither party is relying on, any statement, representation, warranty, or agreement of the other party except those set forth expressly in this Lease. Except as set forth expressly in this Lease, there are no conditions precedent to this Lease’s effectiveness.

ENTIRE AGREEMENT. This Stock Grant Agreement, together with the Plan, contains the entire understanding of the parties hereto with respect to the subject matter hereof and may be modified only by an instrument executed by the party sought to be charged.

Entire Agreement. Employee and the Company acknowledge that this Agreement contains the entire agreement and understanding of the parties and that no other representation or agreement of any kind whatsoever has been made to Employee by the Company or by any other person or entity to cause Employee to sign this Agreement.

Entire Agreement. This Agreement sets forth the entire understanding of the Corporation and Executive with respect to its subject matter, merges and supersedes all prior and contemporaneous understandings with respect to its subject matter, and may not be waived or modified, in whole or in part, except by a writing signed by each of the parties hereto.

This Agreement represents the complete and exclusive statement of the employment agreement between the Employer and Employee. No other agreements, covenants, representations or warranties, express or implied, oral or written, have been made by the parties concerning their employment agreement.

Entire Agreement. This Agreement, together with the exhibits and schedules thereto (including the Disclosure Schedules), contains the entire understanding of the parties with respect to the subject matter hereof and thereof and supersede all prior agreements and understandings, oral or written, with respect to such matters, which the parties acknowledge have been merged into such documents, exhibits and schedules. Without limiting the foregoing, the Company and the Purchaser agree that the Original Terms set forth in [Section 6.2] of the License Agreement are hereby amended and superseded in all respects by the Series C Terms set forth herein and in the Certificate of Designations; and that, in light of the differences between the Original Terms and the Series C Terms, the purchase and sale of Preferred Stock hereunder shall satisfy in full all obligations of the Company and the Purchaser pursuant to [Section 6.2] of the License Agreement.