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 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 BuyerPurchaser 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.Purchaser.

Entire Agreement; Amendments. This AgreementAgreement, the Note 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 AgreementAgreement, the Note, 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 or any agreement or instrument contemplated hereby may be waived or amended other than by an instrument in writing signed by the majority in interest of the Buyer.

Entire Agreement; Amendments.Agreement. This Agreement supersedes all other prior oral or written agreements between the Buyer, the Company, their affiliates and persons acting on their behalf with respect to the matters discussed herein, and this Agreement and the documents and 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 waivedThe Company acknowledges and agrees that is has not relied on, in any manner whatsoever, any representations or amendedstatements, written or oral, other than by an instrumentas expressly set forth in writing signed by the majority in interest of the Buyer.this Agreement.

Entire Agreement; Amendments. This Agreement and any ancillary agreements among the instruments referenced herein containParties delivered in connection herewith constitutes the entire understandingagreement and supersedes all prior agreements and understandings, both written and oral, of the partiesParties with respect to the matters covered herein and therein and, except as specifically set forth hereinsubject matter hereof. Any oral representations or therein, neithermodifications concerning this instrument shall be of no force or effect unless contained in a subsequent written modification signed by the Company nor the Buyer makes any representation, warranty, covenant or undertaking with respectparty to such matters. No provision of thisbe charged. This Agreement may be amended, waived or amended other thanmodified only by ana written instrument in writing signedexecuted by the majority in interest of the Buyer.Parties.

Entire Agreement; Amendments. This Agreement and the instruments referenced herein containcontains the entire understanding ofagreement between the parties with respect to the matters covered hereinsubject matter hereof and therein and, except as specifically set forth hereinsupersedes all prior or therein, neithercontemporaneous negotiations, correspondence, understandings and agreements between the Company nor the Buyer makes any representation, warranty, covenant or undertakingparties with respect to such matters. No provision of thisthereto. This Agreement may be waived or amended other thanonly by an instrumentagreement in writing signed by the majority in interest of the Buyer.both parties hereto.

This AgreementAgreement, all Schedules and Exhibits hereto, and all agreements and instruments to be delivered by the instruments referenced herein containparties pursuant hereto represent the entire understanding ofand agreement between the parties with respect to the matters covered hereinsubject matter hereof and therein and, exceptsupersede all prior oral and written and all contemporaneous oral negotiations, commitments and understandings between such parties. The Buyer, by the consent of its Directors or officers, and the Seller may amend or modify this Agreement, in such manner as specifically set forth herein or therein, neither the Company normay be agreed upon, by a written instrument executed by 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 byand the majority in interest of the Buyer.Seller.

Entire Agreement; Amendments.Agreement. This Agreement and the instruments referenced herein containcontains the entire understanding ofagreement between the parties hereto with respect to the matters coveredtransaction contemplated 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 mayshall not be waivedmodified or amended other thanexcept by an instrument in writing signed by the majority in interest of the Buyer.parties hereto.

Entire Agreement; Amendments.Amendment. This Agreement and the instruments referenced herein containconstitutes the entire understanding ofagreement among the parties with respect to the matters covered hereinsubject matter hereof and therein and, except as specifically set forth herein or therein, neithersupersedes all prior agreements and understandings, both written and oral, among the Company nor the Buyer makes any representation, warranty, covenant or undertakingparties with respect to such matters. No provision ofthe subject matter hereof. This Agreement may not be changed or modified, except by an agreement in writing specifically referencing this Agreement may be waived or amended other thanand executed by an instrument in writing signed by the majority in interesteach of the Buyer.parties hereto.