This Agreement, the Purchase and Sale Agreement, the Purchase and Sale Agreement II, all of the Exhibits and schedules hereto and thereto, the Access Agreement and the Confidentiality Agreement, contain all representations, warranties and covenants made by Purchaser and Seller and their respective Affiliates and constitute the entire understanding between the Parties hereto with respect to the subject matter hereof. Any prior correspondence, memoranda or agreements (other than the Confidentiality Agreement and Sections 6, 10, 11, 12 and 14 of the Access Agreement) in connection with the transaction contemplated by this Agreement are replaced in total by this Agreement, the Purchase and Sale Agreement and the Purchase and Sale Agreement II, together with the Exhibits and schedules hereto and thereto.