time establish or nominate a separate entity for the purpose of entering into agreements with 14 SHBV, in which case W2E shall have the right to require that SHBV's obligations under the Manufacturing Agreement (including warranties and indemnities) and any project schedules to be given in favour of both W2E and such entity. 18. ENTIRE AGREEMENT 18.1 This Agreement (together with the Manufacturing Agreement and any project schedule entered into by the Parties as contemplated herein) constitutes the entire agreement between the Parties in relation to its subject matter, and replaces and extinguishes all prior agreements, draft agreements, arrangements, undertakings, or collateral contracts of any nature made by the Parties, whether oral or written, in relation to such subject matter. 18.2 Each Party acknowledges that in entering into this Agreement it is not relying on, and shall have no rights or remedies (whether in tort, under statute or otherwise) in respect of any statements, collateral or other warranties, assurances, undertakings or representations (whether innocently or negligently made) by any person or entity in relation to the subject-matter of this Agreement, except for those rights and remedies available under this Agreement. 18.3 Nothing in this Clause shall exclude or restrict the liability of either Party arising out of fraud, fraudulent misrepresentation or fraudulent concealment. 19. DISPUTE RESOLUTION 19.1 The Parties agree to co-operate with each other in an amicable manner with a view to achieving the successful implementation of this Agreement. 19.2 If a Dispute arises it shall first be referred to the Managing Director (or equivalent) of SHBV and the Managing Director (or equivalent) of W2E for resolution. 19.3 If the Parties are unable to resolve a Dispute within ten (10) Working Days of its referral to the Managing Director (or equivalent) of SHBV and the Managing Director (or equivalent)