This Agreement (including the Exhibits hereto), together with the Series C Certificate of Amendment, the Series D Certificate of Amendment and the Investment Agreement, constitutes the entire agreement, and supersedes all other prior agreements, understandings, representations and warranties, both written and oral, between the parties, with respect to the subject matter hereof; provided , that nothing herein shall limit, restrict, prevent or supersede the other Transaction Documents (as defined in the North American Investment Agreement), or serve as a consent or waiver thereunder.