Unless otherwise stated herein, this Agreement and the COC Agreement represent Executive’s entire understanding with the Company on the subjects covered therein, and supersede any prior understandings or agreements.  This Agreement may be changed only by a written agreement signed by the Company and Executive.  This Agreement is personal to Executive and he may not assign it.  The Company remains free to assign this Agreement, including without Executive’s knowledge or consent.  If the Company waives Executive’s breach of this Agreement, this will not constitute a waiver of any subsequent breaches.  Any waiver by the Company must be in writing and signed by the Company.