Merger. This Agreement constitutes the final agreement between the Participant and the Company with respect to the subject matter hereof. No other agreements, representations or understandings, whether oral or written, and whether express or implied, which are not set forth in this Agreement or the Plan have been made or entered into by either party with respect to the subject matter herein.

Entire Agreement. This Agreement, together with the Plan, supersede any and all other prior understandings and agreements, either oral or in writing, between the parties with respect to the subject matter in this Agreement constitutesand constitute the final agreementonly agreements between the parties with respect to the subject matter in this Agreement. Except for the Employment Agreement between the Participant and the Company (if any), all prior negotiations and agreements between the parties with respect to the subject matter hereof. No otherin this Agreement are merged into this Agreement. Each party to this Agreement acknowledges that no representations, inducements, promises, or agreements, representationsorally or understandings, whether oralotherwise, have been made by any party or written, and whether express or implied,by anyone acting on behalf of any party, which are not set forthembodied in this Agreement or the Plan have been madeand that any agreement, statement or entered into by either party with respect topromise that is not contained in this Agreement or the subject matter herein.Plan shall not be valid or binding or of any force or effect.