The Parties agree that this Agreement shall supersede the Prior Agreements, and any other prior agreements or understandings with respect to subject matter hereof, from and after the Amendment Effective Date; provided that the execution of this Agreement shall not be deemed to have terminated, released, extinguished or discharged any rights, claims or obligations of the Parties under (a) the Prior Agreements accrued prior to the Amendment Effective Date, except for, for clarity, rights, claims or obligations to the extent settled, resolved or released by the Parties pursuant to the Settlement Agreement or (b) the Settlement Agreement. This Agreement may be amended, or any term hereof modified, only by a written instrument duly executed by both Parties hereto.