SUFFER ADVERSE TAX CONSEQUENCES AS A RESULT OF PURCHASER'S
PURCHASE OR DISPOSITION OF THE SHARES. PURCHASER REPRESENTS THAT PURCHASER HAS
CONSULTED WITH ANY TAX CONSULTANTS PURCHASER DEEMS ADVISABLE IN CONNECTION WITH
THE PURCHASE OR DISPOSITION OF THE SHARES AND THAT PURCHASER IS NOT RELYING ON
THE COMPANY FOR ANY TAX ADVICE.
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VI.
ENTIRE AGREEMENT; GOVERNING LAW. THE PLAN AND
OPTION AGREEMENT ARE INCORPORATED HEREIN BY REFERENCE. THIS AGREEMENT, THE PLAN
AND THE OPTION AGREEMENT CONSTITUTE THE ENTIRE AGREEMENT OF THE PARTIES AND
SUPERSEDE IN THEIR ENTIRETY ALL PRIOR UNDERTAKINGS AND AGREEMENTS OF THE COMPANY
AND PURCHASER WITH RESPECT TO THE SUBJECT MATTER HEREOF. THIS AGREEMENT IS
GOVERNED BY THE INTERNAL SUBSTANTIVE LAWS, BUT NOT THE CHOICE OF LAW RULES, OF
THE STATE OF DELAWARE.
Submitted by:
Accepted by:
PURCHASER:
MONACO COACH CORPORATION
By:
Signature
Its:
Print Name
Address:
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