This Agreement and the Indemnification Agreement (as defined below) constitute the entire agreement among the parties and supersede any prior understandings, agreements or representations by or among the parties, written or oral, to the extent they relate to the subject matter hereof, including the offer letter between Executive and the Company, dated December 16, 2016 (the "Offer Letter"). Notwithstanding the foregoing, the requirement in the Offer Letter that Executive re-pay to the Company the entire sign-on bonus paid to him pursuant to the Offer Letter if Executive voluntarily leaves the Company prior to a year following Executive's date of hire, shall not be superseded by this Agreement and shall remain in full force and effect. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. It shall not be necessary in making proof of this Agreement to produce or account for more than one such counterpart.