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Section 5. Binding Effect. <br />ffect. <br />This Agreement is a legal, valid, and binding obligation enforceable in accordance with its terms. The <br />Agreement shall be binding upon the Parties and, as applicable, any and all representatives, heirs, <br />executors, administrators, successors and assigns, officers, officials, members, agents, employees, <br />representatives, attorneys, successors, and assigns. <br />Section 6. Waiver. <br />Any waiver by a party of any term of this Agreement shall not be deemed a waiver of any other term. No <br />term or terms of this Agreement may be waived except by means of a written waiver signed by each of <br />the parties hereto. <br />Section 7. Severability. <br />If any portion of this Agreement is held invalid by operation of law, the remaining terms of this <br />Agreement shall not be affected. <br />Section 8. Entire Agreement. <br />This Agreement: (1) constitutes the entire agreement between the Parties with respect to the subject <br />matter hereof and supersedes any prior agreements, understandings, conditions, representations, or <br />warranties, whether oral or written, with respect to the subject matter hereof, (2) may not be explained or <br />supplemented by evidence of consistent additional terms or contradicted by evidence of any prior <br />contemporaneous agreement. The Parties further state that they have not relied on, nor have they been <br />induced to execute this Agreement by any statements or representations, agreement or provisions, oral or <br />written, made by anyone other than those expressly contained in the Agreement. Further, this Agreement <br />may not be modified except by a writing signed by each of the parties hereto. <br />5 <br />