This Agreement may be modified, only by a written instrument signed by the parties.  This Agreement shall not amend or affect any written employee benefit plan of the Company, and Tressler’s benefits, if any, under such plans shall be governed by the terms of each plan in which Tressler is or was a participant.  No failure or delay by the Company in exercising any right or remedy under this Agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any right or remedy preclude any other right or further exercise of any other right or remedy. The recitals and any defined terms therein are incorporated into and made a part of this Agreement.