This Agreement and the other agreements of even date herewith (herein "Any Other Agreement") and the agreements attached as exhibits hereto, contains the entire understanding of the parties with respect to the sale of the assets of Seller to Purchaser and supersedes all prior agreements, arrangements and understandings, whether written or oral, relating to the subject matter hereof and all of them are merged into this Agreement.At the option of the Indemnifying Party, sums due under this section may be offset against any sums which may be due the Indemnified Party under Any Other Agreement between them.