This Agreement, the Purchase and Sale Agreement and the documents entered into in connection therewith (collectively, the “ Transaction Documents ”) constitute the entire agreement between the parties and their Affiliates with respect to the subject matter hereof and the Transaction Documents supersede all prior agreements, understandings and negotiations, both written and oral, between the parties or their Affiliates with respect to the subject matter hereof. Nothing in this Agreement shall be construed to amend or modify the Purchase and Sale Agreement, any Transaction Document or any of their respective terms in any manner and, notwithstanding the execution and delivery of this Agreement, the Purchase and Sale Agreement shall remain in full force and effect in accordance with its terms and shall not be superseded by this Agreement.