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Entire Aqreement This Agreement embodies the entire agreement of the parties. There are no representations, promises, terms, conditions or obligations other than those contained herein; and this Agreement shall supersede all previous communications, representations, or agreements, either verbal or written, between the parties hereto. Without limiting the foregoing, no letter, telegram, or other communication passing between the parties hereto, concerning any matter during the negotiation of this Agreement, shall be deemed a part of this Agreement, nor shall it have the effect of modifying or adding to this Agreement. No Amendment No amendment, modification, change or discharge of any term or provision of this Agreement shall be valid or binding unless the same is in writing and signed by all the parties hereto. No waiver of any of the terms of this Agreement shall be valid unless signed by the parties against whom such waiver is asserted. (?anriar All terms and words used in this Agreement, regardless of the number and gender in which they are used, shall be deemed and construed to include any other number, singular or plural, and any other gender, masculine, feminine, or neuter, as the context or sense of this Agreement, or any other section or clause herein, may require, the same as if such words had been fully and properly written in the required number and gender. Effective Date This Agreement shall be effective immediately as of the day and year first above written. No AssiQnment The parties hereby agree that there will be no assignment or transfer of their legal rights, duties or obligations as set forth in this Agreement, nor any legal interest in this Agreement, except as otherwise expressly permitted herein. Binding This Agreement shall bind and inure to the benefit of the parties hereto, their respective assigns, and personal representatives and successors. -5-