OTHER
PARTY.
8.4
INTEGRATED AGREEMENT.
THE NOTICE AND THIS AGREEMENT CONSTITUTE
THE ENTIRE UNDERSTANDING AND AGREEMENT OF THE PARTICIPANT AND THE COMPANY WITH
RESPECT TO THE SUBJECT MATTER CONTAINED HEREIN OR THEREIN AND SUPERSEDES ANY
PRIOR AGREEMENTS, UNDERSTANDINGS, RESTRICTIONS, REPRESENTATIONS, OR WARRANTIES
AMONG THE PARTICIPANT AND THE COMPANY WITH RESPECT TO SUCH SUBJECT MATTER OTHER
THAN THOSE AS SET FORTH OR PROVIDED FOR HEREIN OR THEREIN.
TO THE EXTENT
CONTEMPLATED HEREIN OR THEREIN, THE PROVISIONS OF THE NOTICE AND THE AGREEMENT
SHALL SURVIVE ANY SETTLEMENT OF THE AWARD AND SHALL REMAIN IN FULL FORCE AND
EFFECT.
8.5
APPLICABLE LAW.
THIS AGREEMENT SHALL BE GOVERNED BY THE LAWS OF
THE STATE OF CALIFORNIA AS SUCH LAWS ARE APPLIED TO AGREEMENTS BETWEEN
CALIFORNIA RESIDENTS ENTERED INTO AND TO BE PERFORMED ENTIRELY WITHIN THE STATE
OF CALIFORNIA.
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