Extract to table

1, which provides that no modification shall be effective unless set forth in a "written instrument signed by both parties

The undisputed record — including the plain language of the EDA, the documentary evidence produced in discovery, and the sworn deposition testimony of all key witnesses — establishes that Penterra is entitled to judgment as a matter of law on its declaratory judgment claim and that Vantage's counterclaims must be dismissed with prejudice

3 of the EDA imposes a corresponding restriction on the Distributor's activities outside the Territory: "Distributor shall not actively solicit orders for, or deliver, the Products outside the Territory without Supplier's prior written consent

1 contains a written-amendment requirement: "No amendment, modification, or waiver of any provision of this Agreement shall be effective unless set forth in a written instrument signed by both parties

The Court must view the evidence in the light most favorable to the non-moving party and draw all reasonable inferences in that party's favor

59, 62 (2005) ("Where the terms of a contract are plain and free from ambiguity, they must be construed in their usual and ordinary sense