This Agreement and the Exhibits attached hereto contain the entire understanding among the parties to this Agreement and supersede any prior understandings or agreements among them respecting the within subject matter. There are no representations, agreements, arrangements or understandings, oral or written, between or among the parties hereto relating to the subject matter of this Agreement which are not fully expressed in this Agreement; provided that an LTIP Unit may be subject to a Vesting Agreement and a Limited Partner may enter into a deficit restoration obligation agreement.