time during the term of this Agreement. Additional press releases or publicity materials shall be approved by each party in writing prior to release. 17. Warrant. On the Effective Date, the Company shall issue the Warrant to ------- MBE, upon the terms and subject to the conditions set forth therein. 18. Miscellaneous. ------------- (a) Amendments and Waivers. Any term of this Agreement may be amended or ---------------------- waived only with the written consent of the parties or their respective successors and assigns. Any amendment or waiver effected in accordance with this Section 18(a) [Amendments and Waivers] shall be binding upon the parties and their respective successors and assigns. (b) Assignment. Each party shall have the right to assign its rights, ---------- obligations and privileges hereunder to an assignee in connection with any merger, acquisition or sale of all or substantially all of the business to which this Agreement relates. Each MBE Center shall have the right to assign its rights and obligations and privileges under a Subscription Agreement in connection with any merger, acquisition or sale of all or substantially all of such MBE Center's assets. The terms and conditions of this Agreement shall inure to the benefit of and be binding upon the respective permitted successors and assigns of the parties. Nothing in this Agreement, express or implied, is intended to confer upon any party other than the parties hereto or their respective successors and assigns any rights, remedies, obligations, or liabilities under or by reason of this Agreement, except as expressly provided in this Agreement. (c) Entire Agreement. This Agreement is the product of both of the parties ---------------- hereto, and constitutes the entire agreement between such parties pertaining to the subject matter hereof, and merges all prior negotiations and drafts of the parties with regard to the