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This Agreement contains the entire agreement of the parties with respect to the subject matter hereof and shall be binding upon and inure to the benefit of the parties hereto and their respective legal representatives, heirs, distributors, successors and assigns and supersedes any and all prior agreements between the parties whether oral or written. This Agreement may not be modified except upon further written agreement executed by both parties. Executive agrees that the Company may in its sole discretion, during the term of Executive’s employment with the Company and thereafter, provide copies of this Agreement (or excerpts of the Agreement) to others, including businesses or entities that may employ, do business with, or consider employing Executive in the future. Executive further agrees that any subsequent change or changes in his duties, compensation or areas of responsibility shall in no way affect the validity of this Agreement or otherwise render inapplicable any of the provisions of paragraphs 10 through 13 of this Agreement, which shall remain in full force and effect except as may be modified by a subsequent written agreement.

This Agreement containsembodies the entire agreement of the parties with respectand supersedes all prior agreements or arrangements between the parties hereto relating to the subject matter hereof and shall be binding upon and inure to the benefithereof, including any severance program or policy of the parties hereto and their respective legal representatives, heirs, distributors, successors and assigns and supersedes any and all prior agreements between the parties whether oral or written.Company for which Executive may have otherwise been eligible. This Agreement may not be modified or amended except upon furtherby a written agreement executedinstrument signed by both parties. Executive agrees that the Company may in its sole discretion, during the term of Executive’s employment with the Company and thereafter, provide copies of this Agreement (or excerptsan authorized representative of the Agreement) to others, including businesses or entities that may employ, do business with, or consider employing Executive in the future. Executive further agrees that any subsequent change or changes in his duties, compensation or areas of responsibility shall in no way affect the validity of this Agreement or otherwise render inapplicable any of the provisions of paragraphs 10 through 13 of this Agreement, which shall remain in full force and effect except as may be modified by a subsequent written agreement.Company.

Entire Agreement. This Agreement contains the entire agreement of the parties. It supersedes any and all other agreements, either oral or in writing, between the parties hereto with respect to the subject matter hereofmatters covered herein, including, without limitation, the Prior Agreement. Each party to this Agreement acknowledges that no representations, inducements, promises, or agreements, oral or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement, statement, or promise relating to the matters covered herein and not contained in this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective legal representatives, heirs, distributors, successors and assigns and supersedes any and all prior agreements between the parties whether oralvalid or written.binding. This Agreement may not be modified except upon further writtenor amended by oral agreement, but only by any agreement executedin writing signed by both parties. Executive agrees that the Company may in its sole discretion, during the terman authorized officer of Executive’s employment with the Company and thereafter, provide copies of this Agreement (or excerpts of the Agreement) to others, including businesses or entities that may employ, do business with, or consider employing Executive in the future. Executive further agrees that any subsequent change or changes in his duties, compensation or areas of responsibility shall in no way affect the validity of this Agreement or otherwise render inapplicable any of the provisions of paragraphs 10 through 13 of this Agreement, which shall remain in full force and effect except as may be modified by a subsequent written agreement.Executive.

Entire Agreement. This Agreement containscomprises the entire agreement ofbetween the parties with respecthereto relating to the subject matter hereof and shall be binding upon and inure to the benefitas of the parties heretoCommencement Date, supersedes, cancels and their respective legal representatives, heirs, distributors, successors and assigns and supersedes any andannuls all priorprevious agreements between the Company (and/or its predecessors) and the Executive, as the same may have been amended or modified, and any right of the Executive thereunder other than for compensation accrued thereunder as of the date hereof, and supersedes, cancels and annuls all other prior written and oral agreements between the Executive and the Company or any predecessor to the Company. The terms of this Agreement are intended by the parties whether oral or written. This Agreementto be the final expression of their agreement with respect to the employment of the Executive by the Company and may not be modified except upon further written agreement executedcontradicted by both parties. Executive agrees that the Company may in its sole discretion, during the termevidence of Executive’s employment with the Company and thereafter, provide copies of this Agreement (or excerpts of the Agreement) to others, including businessesany prior or entities that may employ, do business with, or consider employing Executive in the future. Executive further agrees that any subsequent change or changes in his duties, compensation or areas of responsibility shall in no way affect the validity of this Agreement or otherwise render inapplicable any of the provisions of paragraphs 10 through 13 of this Agreement, which shall remain in full force and effect except as may be modified by a subsequent writtencontemporaneous agreement.

Entire Agreement. This Agreement contains the entire agreementembodies all of the parties with respect to the subject matter hereofrepresentations, warranties, and shall be binding upon and inure to the benefit of the parties hereto and their respective legal representatives, heirs, distributors, successors and assigns and supersedes any and all prior agreements between the parties whether oralParties relating to Executive’s employment with the Company. No other representations, warranties, covenants, understandings, or written.agreements exist between the Parties relating to Executive’s employment. This Agreement shall supersede all prior agreements, written or oral, relating to Executive’s employment. This Agreement may not be amended or modified except upon further written agreement executed by both parties. Executive agrees that the Company may in its sole discretion, during the term of Executive’s employment with the Company and thereafter, provide copies of this Agreement (or excerpts of the Agreement) to others, including businesses or entities that may employ, do business with, or consider employing Executive in the future. Executive further agrees that any subsequent change or changes in his duties, compensation or areas of responsibility shall in no way affect the validity of this Agreement or otherwise render inapplicable any of the provisions of paragraphs 10 through 13 of this Agreement, which shall remain in full force and effect except as may be modified by a subsequent written agreement.writing signed by the Parties.

Entire Agreement. This Agreement contains the entire agreement of the parties with respect toregarding the subject matter hereof and shall be binding upon and inure toemployment of Executive by the benefit of the parties hereto and their respective legal representatives, heirs, distributors, successors and assignsCompany and supersedes any and all prior agreements between the partiesagreement, arrangement, or understanding, whether oral or written. This Agreement may not be modified except upon further written agreement executed by both parties. Executive agrees that the Company may in its sole discretion, during the term of Executive’s employment withwritten, between the Company and thereafter, provide copies of this Agreement (or excerpts of the Agreement) to others, including businesses or entities that may employ, do business with, or consider employing Executive in the future. Executive further agrees that any subsequent change or changes in his duties, compensation or areas of responsibility shall in no way affect the validity of this Agreement or otherwise render inapplicable any of the provisions of paragraphs 10 through 13 of this Agreement, which shall remain in full force and effect except as may be modified by a subsequent written agreement.concerning Executive's employment hereunder.

This Agreement containsconstitutes and embodies the entirefull and complete understanding and agreement of the parties with respect to the subject matter hereofExecutive’s employment by the Company, supersedes all prior understandings and agreements, whether oral or written, between the Executive and the Company, and shall not be binding uponamended, modified or changed except by an instrument in writing executed by the party to be charged. If any provision of this Agreement, or the application thereof, shall for any reason and inure to any extent be invalid or unenforceable, then the benefitremainder of this Agreement and the application of such provision to other persons or circumstances shall be interpreted so as reasonably to effect the intent of the parties hereto and their respective legal representatives, heirs, distributors, successors and assigns and supersedes any and all prior agreements between thehereto. The parties whether oralfurther agree to replace such void or written. This Agreement may not be modified except upon further written agreement executed by both parties. Executive agrees that the Company may in its sole discretion, during the term of Executive’s employment with the Company and thereafter, provide copiesunenforceable provision of this Agreement (or excerptswith a valid and enforceable provision that shall achieve, to the extent possible, the economic, business and other purposes of the Agreement)void or unenforceable provision. No waiver by either party of any provision or condition to others, including businessesbe performed shall be deemed a waiver of similar or entities that may employ, do business with,dissimilar provisions or consider employing Executive inconditions at the future. Executive further agrees thatsame time or any prior or subsequent change or changes in his duties, compensation or areas of responsibility shall in no way affect the validity of this Agreement or otherwise render inapplicable any of the provisions of paragraphs 10 through 13 of this Agreement, which shall remain in full force and effect except as may be modified by a subsequent written agreement.time.

This Agreement contains the entire agreement of the parties with respect to the subject matter hereof and shall be binding uponwill bind and inure to the benefit of the parties heretoParties and their respective heirs, legal representatives, heirs, distributors, successorssuccessors, and assigns and supersedes any and all prior agreements between the parties whether oral or written. Thispermitted assigns, except that this Agreement may not be modified except upon furthertransferred or assigned by the Executive without the prior written agreement executed by both parties. Executive agrees thatconsent of the Company mayCompany. Nothing in its sole discretion, during the term of Executive’s employment with the Company and thereafter, provide copies of this Agreement (or excerpts ofis intended or should be construed to confer upon or to give any person or entity other than the Agreement) to others, including businessesParties any rights or entities that may employ, do business with,remedies under or consider employing Executive in the future. Executive further agrees that any subsequent change or changes in his duties, compensation or areas of responsibility shall in no way affect the validity of this Agreement or otherwise render inapplicable any of the provisions of paragraphs 10 through 13by reason of this Agreement, which shall remain in full force and effect except as may be modified by a subsequent written agreement.expressly provided for in this Agreement.

Entire Agreement. This Agreement containsis the entirecomplete agreement ofregarding the partiesterms and conditions discussed herein and shall supersede and replace any prior agreements, representations, warranties, statements, promises and understandings, whether oral or written, with respect to the subject matter hereofhereof, between Executive and shall, and may only be bindingamended, modified or superseded in writing upon mutual agreement of Executive and inure to the benefit of the parties hereto and their respective legal representatives, heirs, distributors, successors and assigns and supersedes any and all prior agreements between the parties whether oral or written. This Agreement may not be modified except upon further written agreement executed by both parties. Executive agrees that the Company may in its sole discretion, during the term of Executive’s employment with the Company and thereafter, provide copies of this Agreement (or excerpts of the Agreement) to others, including businesses or entities that may employ, do business with, or consider employing Executive in the future. Executive further agrees that any subsequent change or changes in his duties, compensation or areas of responsibility shall in no way affect the validity of this Agreement or otherwise render inapplicable any of the provisions of paragraphs 10 through 13 of this Agreement, which shall remain in full force and effect except as may be modified by a subsequent written agreement..

8.4Entire Agreement/Amendments. This Agreement containsconstitutes the entire agreement ofbetween the parties with respect to the subject matter hereof and shall be binding upon and inure to the benefit of the parties hereto and their respective legal representatives, heirs, distributors, successors and assigns and supersedes any and all prior agreements between the partiesagreements, negotiations, representations or proposals, whether oralwritten or written.oral. This Agreement may not be modifiedaltered, modified, or amended except upon furtherby written agreement executedinstrument signed by both parties. Executive agrees that the Company may in its sole discretion, duringparties hereto. Articles 3 and 4 of this Agreement shall survive the termtermination of Executive’Executive's employment with the Company and thereafter, provide copies of this Agreement (or excerpts of the Agreement) to others, including businesses or entities that may employ, do business with, or consider employing Executive in the future. Executive further agrees that any subsequent change or changes in his duties, compensation or areas of responsibility shall in no way affect the validity of this Agreement or otherwise render inapplicable any of the provisions of paragraphs 10 through 13 of this Agreement, which shall remain in full force and effectCompany, except as may be modified by a subsequent written agreement.otherwise specifically stated therein.

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