Common use of Entire Agreement and Modification Clause in Contracts

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with against whom the amendmentenforcement of such amendment is sought.

Entire Agreement and Modification. This Agreement constitutes the entire agreement between the parties hereto and supersedes all prior agreements between and undertakings, whether oral or written, relative to the parties with respect to its subject matter hereof. To be effective any modification of this Agreement must be in writing and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed signed by the party to be charged with the amendmentthereby.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties Parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties Parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with Party against whom the amendmentenforcement of such amendment is sought.

Entire Agreement and Modification. This Agreement constitutes the entire Agreement between the Parties and supersedes all prior agreements between previous agreements, written or oral, pertaining to the parties with respect to its subject matter and constitutes (along with the documents referred to in of this Agreement) a complete . Any amendment to this Agreement must be in writing and exclusive statement of the terms of the agreement between the parties with respect signed by each Party to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendmentcome into full force and effect.

Entire Agreement and Modification. This Amendment and the Agreement supersedes all prior agreements between contain the parties with respect to its subject matter entire understanding and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect hereto and supersede all prior or contemporaneous agreements relative to its the subject mattermatter of the Agreement. This Amendment and the Agreement may not be amended amended, modified, supplemented or changed, in any respect whatsoever, except by a written agreement duly executed by the party to be charged with the amendmentparties.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties Parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties Parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party Party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between sets forth the entire understanding of the parties with respect to its the subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement hereof, supersedes all existing agreements between the parties with respect to its them concerning such subject matter. This Agreement , and may not be amended except modified only by a written agreement instrument duly executed by the party to be charged with the amendmentboth parties.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter and matter. This Agreement constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its the subject mattermatter of this Agreement. There are no written or oral representations or understandings that are not fully expressed in this Agreement. This Agreement may not be amended amended, supplemented, or otherwise modified except by a written agreement executed by the party to be charged with the amendmentchange.

Entire Agreement and Modification. This Agreement supersedes all prior agreements agreements, whether written or oral, between the parties with respect to its subject matter matter, and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended amended, supplemented, or otherwise modified except by a written agreement executed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements and understandings, both written and oral, between the parties with respect to its subject matter and constitutes (along with the documents referred delivered pursuant to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended amended, supplemented or otherwise modified except by in a written agreement document executed by the party to be charged with against whose interest the amendmentmodification will operate.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties Parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties Parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with Investors and the amendmentParty against whom the enforcement of such amendment is sought.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties Parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties Parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party Party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties Parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties Parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with Party against whom the amendmentenforcement of such amendment is sought.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement this Agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendmentparties.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may be not be amended except by a written agreement executed by the party to be charged with the amendmentAmendment.

Entire Agreement and Modification. This Agreement constitutes the entire agreement between the parties with respect to the subject matter of this Agreement and supersedes all prior agreements agreements, whether written or oral, between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed signed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all --------------------------------- prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between constitutes the parties with respect to its subject matter sole and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the entire agreement between the parties with respect to its subject matterhereto, supersedes all of their prior written and verbal agreements and shall be binding upon the parties and their successors, heirs and permitted assigns. This Agreement may not be amended or modified except by a upon the written agreement executed by the party to be charged with the amendmentof Buyer and Seller.

Entire Agreement and Modification. This Agreement supersedes all prior agreements agreements, whether written or oral, between the parties with respect to its subject matter (including any letter of intent and any confidentiality agreement between Buyer and Seller) and constitutes (along with the Schedules, Exhibits and other documents referred delivered pursuant to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended amended, supplemented, or otherwise modified except by a written agreement executed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements agreements, whether written or oral, between the parties Parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties Parties with respect to its subject matter. This Agreement may not be amended amended, supplemented, or otherwise modified except by a written agreement executed by the party Party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes and all prior agreements between documents specifically referred to and executed in connection with this Agreement: (a) contain the entire and final agreement of the parties to this Agreement with respect to its the subject matter and constitutes (along with the documents referred to in of this Agreement, and (b) a complete supersede all negotiations, stipulations, understandings, agreements, representations and exclusive statement of the terms of the agreement between the parties warranties, if any, with respect to its such subject matter, which precede or accompany the execution of this Agreement. This Agreement may not be amended except modified only by a written agreement contract in writing executed by the party to be charged with this Agreement against whom enforcement of the amendmentmodification is sought.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter matter, and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended amended, supplemented or otherwise modified except by a written agreement executed by the party to be charged with the amendmentparties.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement Agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement Agreement executed by the party to be charged with the any such amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between by and among the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between by and among the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with against whom the amendmentenforcement of such amendment is sought.

Entire Agreement and Modification. This Agreement supersedes all prior agreements agreements, whether written or oral, between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except amended, supplemented, or otherwise modified by a written agreement executed by AnyLogic for any future releases of the party to be charged with the amendmentSoftware.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties Parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties Parties with respect to its subject matter. This Agreement may not be amended amended, supplemented or otherwise modified except by in a written agreement document executed by the party to be charged with Party against whose interest the amendmentmodification will operate.

Entire Agreement and Modification. This Except for the terms of the Non-Disclosure Agreement, this Agreement supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendmentparties hereto.

Entire Agreement and Modification. This Agreement supersedes all prior agreements constitutes the entire agreement between the parties with respect to its the subject matter of this agreement and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement supersedes all prior agreements between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed signed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties Parties (except for confidentiality agreements or similar agreements executed with respect to the Contemplated Transactions) with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties Parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by each of the party to be charged with the amendmentParties.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties Parties with respect to its the subject matter hereof and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement entire agreement of the terms of the agreement between the parties Parties with respect to its subject matterthereto. This Agreement may not be amended except by a the written agreement executed by of the party to be charged with the amendmentParties.

Entire Agreement and Modification. This Except as set forth herein, this Agreement supersedes all prior agreements between the parties with respect to its subject matter matter, including, without limitation, the Commitment Letter, the Amended Commitment Letter, the Term Sheet and the Amended Term Sheet and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter (including the Letter of Intent between Buyer and Seller) and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements agreements, whether written or oral, between the parties with respect to its subject matter (including the Letter of Intent, dated May 9, 2005, by and among Buyer, and certain Seller) and constitutes (along with the Disclosure Schedule, Exhibits and other documents referred delivered pursuant to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended amended, supplemented, or otherwise modified except by a written agreement executed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements agreements, whether written or oral, between the parties with respect to its subject matter (including any letter of intent and any confidentiality agreement between Buyer and Seller) and constitutes (along with the Disclosure Schedules, Exhibits and other documents referred delivered pursuant to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended amended, supplemented, or otherwise modified except by a written agreement executed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements agreements, whether written or oral, between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party parties to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between embodies the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the entire agreement between the parties with respect to its subject matterthe transactions contemplated by this Agreement and supersedes all prior agreements, written or oral, express or implied and all negotiations, discussions or other matters between the parties and there have been and are no agreements, representations or warranties between the parties other than those set forth or provided for in this Agreement. This Agreement may not be amended except by a written agreement executed by between the party to be charged with the amendmentparties.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this AgreementTransaction Documents) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by each of the party to be charged with the amendmentparties hereto.

Entire Agreement and Modification. This Agreement supersedes all prior oral or written agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this AgreementAgreement or required to effect the Contemplated Transactions) as a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by all of the party parties to be charged with the amendmentthis Agreement.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendmentall parties hereto.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties Parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties Parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with Required Holders (as defined in the amendmentSubscription Agreement) and the Party against whom the enforcement of such amendment is sought.

Entire Agreement and Modification. This Agreement supersedes all prior oral and written communications, information, disclosures, bid documents, and agreements between the parties with respect to its subject matter (including memoranda, draft term sheets, letters of intent, and other correspondence relating thereto) and constitutes (along with the documents referred to in this AgreementTransaction Documents) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendmentboth parties.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreementother Transaction Documents) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject mattermatter (without limitation of the foregoing, it is understood and agreed that this Agreement supersedes and replaces the term sheet dated on or about December 5, 2010 between the parties hereto); provided, however, that the Confidentiality Agreement shall remain in full force and effect. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendmentparties hereto.

Entire Agreement and Modification. This Agreement Agreement, together with the Confidentiality Agreement, supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendment.

Entire Agreement and Modification. a. This Agreement contains the entire agreement of the parties relating to the subject matter of this Agreement and supersedes all prior agreements between the parties and representations with respect to its the subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matterhereof. This Agreement may not only be amended except modified by a written agreement amendment hereto, executed by both parties, however, matters concerning the party to scope of services which do not affect the agreed price may be charged with modified by mutual written consent of the amendmentGrantee and the Executive Director. If there are exhibits attached hereto, and a conflict exists between the terms of this Agreement and any exhibit, the terms of this Agreement shall control.

Entire Agreement and Modification. This Agreement supersedes all prior agreements agreements, whether written or oral, between the parties Parties with respect to its subject matter (including any letter of intent, term sheet or the like between Buyer and Seller) and constitutes (along with the Schedules, Exhibits and other documents referred delivered pursuant to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements (including, after the Closing, the Confidentiality Agreement) between the parties Parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties Parties with respect to its subject matter. This Agreement may not be amended or modified except by a written agreement duly executed by each of the party to be charged with the amendmentParties hereto.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between among the parties Parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between among the parties Parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with Party against whom the amendmentenforcement of such amendment is sought.

Entire Agreement and Modification. This Agreement supersedes all prior agreements (including any letters of intent) between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party parties to be charged with the amendment.

Entire Agreement and Modification. This Agreement Agreement, together with the Non-Disclosure Agreement, supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendmentparties.

Entire Agreement and Modification. This Agreement (a) supersedes all prior or contemporaneous agreements or understandings, oral or written, between the parties Parties with respect to its the subject matter hereof and (b) constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties Parties with respect to its their subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendmentParties.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between among the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between among the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendmentBuyer, Seller and Escrow Agent.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter (including the Letter of Intent between DFT and the Company, dated October 29, 2005) and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with against whom the amendmentenforcement of such amendment is sought.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter (including the Term Sheet between the Acquiror and the Company, dated December 6, 2004) and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with against whom the amendmentenforcement of such amendment is sought.

Entire Agreement and Modification. This Agreement (including all documents referenced herein) constitutes the entire agreement between the parties and supersedes and replaces all prior agreements between the parties with respect related to its the subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matterhereof. This Agreement may not be amended modified, changed or altered except by a written agreement executed signed by authorized representatives of the party to be charged with the amendmentparties.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between among the parties Parties with respect to its subject matter and constitutes (along with the documents referred delivered pursuant to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties Parties with respect to its subject matter. This Agreement may not be amended amended, supplemented or otherwise modified except by a written agreement executed by the party Party to be charged with the amendment.

Entire Agreement and Modification. This Agreement constitutes the entire Agreement between the Parties and supersedes all prior agreements between previous agreements, written or oral, pertaining to the parties with respect to its subject matter and constitutes (along with the documents referred to in of this Agreement) a complete . Any amendment to this Agreement must be in writing and exclusive statement of the terms of the agreement between the parties with respect signed by each Party to its subject mattercome into full force and effect. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendment.24-Eng-100344/ Project No. 20128x

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter and, including the Disclosure Schedules, Exhibits and constitutes (along with the other documents referred to in this Agreement) a , constitutes the complete and exclusive statement of the terms of the agreement between the parties Agreement with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its the subject matter. This Agreement may not be amended except by a written agreement executed by matter contained herein and therein and supersede all prior agreements between the party to be charged with the amendmentparties.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between among the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by each of the party to be charged with Parties and the amendmentEscrow Agent.

Entire Agreement and Modification. This Agreement constitutes the entire agreement between the parties hereto and supersedes all prior agreements between and undertakings, whether oral or written, relative to the parties with respect to its subject matter hereof. To be effective, any modification of this Agreement must be in writing and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed signed by the party to be charged with the amendmentthereby.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties Parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between among the parties Parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendmentParties.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter (including the Letter of Intent) and constitutes (along with the documents Transaction Documents, including the Unification Agreement, referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by each of the party to be charged with the amendmentparties.

Entire Agreement and Modification. This Agreement constitutes and contains the entire agreement of the parties and supersedes any and all prior negotiations, correspondence, understandings and agreements (other than the Confidentiality Agreement) between the parties with respect to its respecting the subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matterhereof. This Agreement may not only be amended except by a written agreement executed instrument signed by the party to be charged with the amendmentparties.

Entire Agreement and Modification. This Except for the Confidentiality Agreement, this Agreement supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this AgreementMerger Documents) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements agreements, whether written or oral, between the parties Parties with respect to its the subject matter hereof and constitutes (along together with the documents referred to in this AgreementSPA (as amended) constitutes a complete and exclusive statement of the terms of the agreement between the parties Parties with respect to its the subject mattermatter hereof. This Agreement may not be amended amended, supplemented, or otherwise modified except by a written agreement executed by Evolus and the party to be charged with Contributors’ Representative, on behalf of the amendmentContributors.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendmentparties.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between among the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendmentPurchaser, Seller and Escrow Agent.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter matter, and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between among the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by Nautilus, the party to be charged with Selling Parties, the amendmentRepresentative and the Escrow Agent.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter (including the Letter of Intent among Buyer, Sellers and the Company) and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed instrument signed by the party to be charged with the amendmentBuyer and Sellers.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendmentamendment expressly referencing this Agreement and the intent to so amend this Agreement.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties Parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties Parties with Execution Copy 16 respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party Party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements constitutes the entire agreement between the parties with respect as to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete supersedes all prior agreements, understandings, and exclusive statement of the terms of the agreement negotiations between the parties with respect to regarding its subject matter, whether oral or written. This Agreement may not No modification, supplement, or amendment of any provision hereof shall be amended except by a written agreement executed valid unless made in writing and signed by the party to be charged with the amendmentparties.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by Buyer, the party to be charged with Company and the amendmentSellers’ Representatives.

Entire Agreement and Modification. This Agreement supersedes all prior agreements agreements, whether written or oral, between the parties with respect to its subject matter and constitutes (along with the Exhibits and other documents referred delivered pursuant to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended amended, supplemented, or otherwise modified except by a written agreement executed by the party to be charged with the amendmentparties.

Entire Agreement and Modification. This Agreement shall inure to the benefit of and be binding upon the Parties and their respective successors and permitted assigns. This Agreement, including the Preamble, Recitals and any Attachments and amendments hereto, constitutes the entire agreement between the Parties and supersedes all prior oral or written agreements between the parties or understandings with respect to its the subject matter and constitutes (along with the documents referred to in matters of this Agreement) a complete . Any modifications to the provisions herein must be in writing and exclusive statement signed by the legally authorized representatives of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendmentParties.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter and matter. This Agreement constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its the subject mattermatter of this Agreement. There are no written or oral representations or understandings that are not fully expressed in this Agreement. This Agreement may not be amended amended, supplemented, or otherwise modified except by a written agreement executed by the party to be charged with the amendment.change. [The signature page follows this page] EXHIBIT A

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter (including the letter of intent between the Acquiror and the Company, dated February 4, 2004) and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with against whom the amendmentenforcement of such amendment is sought.

Entire Agreement and Modification. This Agreement Agreement: (i) supersedes all prior agreements between the parties with respect to its their subject matter and (ii) together with all Schedules, Exhibits, and any other documents incorporated herein by reference, constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendmentparties hereto.

Entire Agreement and Modification. This Agreement supersedes all prior communications, understandings and agreements between among the parties Parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between among the parties Parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by all the party to be charged with Parties. In the amendmentevent of any inconsistency between the statements in the body of this Agreement and the Merger Agreement, the statements in the Merger Agreement will control.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by all of the party to be charged with the amendmentparties hereto.

Entire Agreement and Modification. This Agreement supersedes constitutes and contains the entire Agreement of the parties and supersede any and all prior negotiations, correspondence, understandings and agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to respecting its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged changed with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between constitutes the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the entire agreement between the parties with respect to its Parties and supersedes all other prior agreements or understandings between the Parties regarding the subject mattermatter hereof. This No amendment or modification of this Agreement may not shall be amended except by a written agreement executed valid unless in writing and signed by the party to be charged with the amendmentParties.

Entire Agreement and Modification. This Agreement supersedes all prior communications, understandings and agreements between among the parties Parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between among the parties Parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by all the party to be charged with Parties. In the amendment.event of any inconsistency between the statements in the body of this Agreement and the Merger Agreement, the statements in the Merger Agreement will control. (b)

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to executed in connection with this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties parties, and any prior understandings or representations, with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter matter, and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendment. The headings of the Articles in this Agreement are for convenience of reference only and shall not affect the meaning or interpretation of this Agreement.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement Agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement Agreement executed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement constitutes the entire agreement between the parties with respect to the subject matter of this Agreement and supersedes all prior agreements agreements, whether written or oral, between the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended or waived except by a written agreement executed signed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties with respect to its subject matter (including the Letter of Intent between Buyer, Company and certain Parent dated August 30, 2004, as amended) and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements between the parties Parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties Parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by each of the party to be charged with the amendmentParties.

Entire Agreement and Modification. This Agreement supersedes all prior agreements agreements, whether written or oral, between the parties with respect to its subject matter (including any letter of intent and any confidentiality agreement between Buyer and Seller) and constitutes (along with the Seller Disclosure Schedule, Buyer Disclosure Schedule and other documents referred delivered pursuant to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended amended, supplemented, or otherwise modified except by a written agreement executed by the party to be charged with the amendment.

Entire Agreement and Modification. This Agreement supersedes all prior agreements agreements, whether written or oral, between the parties with respect to its subject matter (including any letter of intent and any confidentiality agreement between Buyers and Seller) and constitutes (along with the Disclosure Letter, Exhibits and other documents referred delivered pursuant to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended amended, supplemented, or otherwise modified except by a written agreement executed by the party to be charged with the amendment.