This Agreement, and the provisions of the Offer Letter referenced in Subsection 5(a), constitute the entire agreement by and between the parties with respect to the subject matter contained herein and supersede all prior agreements or understandings, oral or written, with respect to the subject matter contained herein. If any term or provision of this Agreement should be held unenforceable in the jurisdiction in which either party seeks enforcement of the contract, it will be construed as if not containing the invalid provision or provisions, and the remaining portions or provisions will govern the rights and obligations of the parties.