Any waiver of any breach of any terms or conditions of this Agreement shall not operate as a waiver of any other breach of such terms or conditions or any other term or condition, nor shall any failure to enforce any provision hereof operate as a waiver of such provision or of any other provision hereof. Each of the parties hereto agrees to execute all such further instruments and documents and to take all such further action as the other party may reasonably require in order to effectuate the terms and purposes of this Agreement.

Waiver. Any waiver ofor any breach of any of the terms or conditions of this Agreement shall not operate as a waiver of any other breach of such terms or conditions or of any other term or condition, nor shall any failure to insist upon strict performance or to enforce any provision hereof on any one occasion operate as a waiver of such provision or of any other provision hereof. Eachhereof or a waiver of the parties hereto agreesright to execute allinsist upon strict performance or to enforce such further instruments and documents and to take all such further action as theprovision or any other party may reasonably requireprovision on any subsequent occasion. Any waiver must be in order to effectuate the terms and purposes of this Agreement.writing.

AnyWaiver of Breach. No waiver by any party hereto of anya breach of any terms or conditionsprovision of this Agreement shall notby any other party, or of compliance with any condition or provision of this Agreement to be performed by such other party, will operate or be construed as a waiver of any subsequent breach by such other breachparty of any similar or dissimilar provisions and conditions at the same or any prior or subsequent time. The failure of any party hereto to take any action by reason of such terms or conditions or any other term or condition, nor shall any failure to enforce any provision hereof operate as a waiver ofbreach will not deprive such provision or of any other provision hereof. Eachparty of the parties hereto agrees to execute all such further instruments and documents andright to take allaction at any time while such further action as the other party may reasonably require in order to effectuate the terms and purposes of this Agreement.breach continues.

AnyWaiver. The failure of any Party hereto at any time or times to require performance of any provision hereof shall in no manner affect the right of such Party at a later time to enforce the same. No waiver by any Party hereto of any condition, or of the breach of any provision, term, covenant, representation or warranty contained in this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be or construed as a further or continuing waiver of any condition or of the breach of any termsother provision, term, covenant, representation or conditions of this Agreement shall not operate as a waiver of any other breach of such terms or conditions or any other term or condition, nor shall any failure to enforce any provision hereof operate as a waiver of such provision or of any other provision hereof. Each of the parties hereto agrees to execute all such further instruments and documents and to take all such further action as the other party may reasonably require in order to effectuate the terms and purposeswarranty of this Agreement.

Any waiverWaiver. The failure of either Party hereto at any time or times to require performance of any breach of any terms or conditionsprovision of this Agreement shall not operatein no manner affect the right of such Party at a later time to enforce the same. No waiver by any Party hereto of any condition, or of the breach of any provision, term, covenant, representation, or warranty contained in this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be or construed as a further or continuing waiver of any othersuch condition or of the breach of such terms or conditions or any other term or condition, nor shall any failure to enforce any provision hereof operate as a waiver of such provision or of any other provision hereof. Each of the parties hereto agrees to execute all such further instruments and documents and to take all such further action as the other party may reasonably require in order to effectuate the terms and purposesprovision, term, covenant, representation or warranty of this Agreement.

AnyNo waiver of any provision hereof shall be effective unless made in writing and signed by the waiving party. The failure of any party to require the performance of any term or obligation of this Agreement, or the waiver by any party of any breach of any terms or conditions of this AgreementAgreement, shall not operate asprevent any subsequent enforcement of such term or obligation or be deemed a waiver of any other breach of such terms or conditions or any other term or condition, nor shall any failure to enforce any provision hereof operate as a waiver of such provision or of any other provision hereof. Each of the parties hereto agrees to execute all such further instruments and documents and to take all such further action as the other party may reasonably require in order to effectuate the terms and purposes of this Agreement.subsequent breach.

AnyWaiver of Breach. A waiver of any breach of any terms or conditionsprovision of this Agreement shall not constitute or operate as a waiver of any other breach of such termsprovision or conditions orof any other term or condition, nor shallprovision, and any failure to enforce any provision hereof shall not operate as a waiver of such provision or of any other provision hereof. Each of the parties hereto agrees to execute all such further instruments and documents and to take all such further action as the other party may reasonably require in order to effectuate the terms and purposes of this Agreement.provision.

This Agreement may not be amended except by an instrument in writing signed on behalf of each of the parties hereto. Any waiver by any party of anya breach of any terms or conditionsprovision of this Agreement shall not operate as or be construed to be a waiver of any other breach of such termsprovision or conditionsof any breach of any other provision of this Agreement. The failure of a party to insist upon strict adherence to any term of this Agreement on one or more occasions shall not be considered a waiver or deprive that party of the right thereafter to insist upon strict adherence to that term or any other term or condition, nor shall any failure to enforce any provision hereof operate as a waiver of such provision or of any other provision hereof. Each of the parties hereto agrees to execute all such further instruments and documents and to take all such further action as the other party may reasonably require in order to effectuate the terms and purposes of this Agreement.

AnyWaiver. The failure of any Party at any time or times to require performance of any provision hereof will in no manner affect the right of such Party at a later time to enforce the same or any other provision of this Agreement. No waiver of any condition or of the breach of any terms or conditions ofterm contained in this Agreement shall not operatein one or more instances may be deemed to be or construed as a further or continuing waiver of such condition or breach or a waiver of any other condition or of the breach of such terms or conditions or any other term or condition, nor shall any failure to enforce any provision hereof operate as a waiver of such provision or of any other provision hereof. Each of the parties hereto agrees to execute all such further instruments and documents and to take all such further action as the other party may reasonably require in order to effectuate the terms and purposes of this Agreement.

AnyThis Agreement may be amended, modified, superseded or canceled, and any of the terms or conditions hereof may be waived, only by a written instrument executed by each party hereto or, in the case of a waiver, by the party waiving compliance. The failure of any party at any time or times to require performance of any provision hereof shall in no manner affect its right at a later time to enforce the same. No waiver of any party of any condition, or of the breach of any termsterm contained in this Agreement, whether by conduct or conditionsotherwise, in any one or more instances shall be deemed to be or construed as a further or continuing waiver of this Agreement shall not operate asany such condition or breach or a waiver of any other condition or of the breach of such terms or conditions or any other term or condition, nor shall any failure to enforce any provision hereof operate as a waiver of such provision or of any other provision hereof. Each of the parties hereto agrees to execute all such further instruments and documents and to take all such further action as the otherthis Agreement. No party may reasonably require in order to effectuate the terms and purposes of this Agreement.assign any rights, duties or obligations hereunder unless all other parties have given their prior written consent.