Common use of Counterparts; Electronic Signature Clause in Contracts

Counterparts; Electronic Signature. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Delivery of an executed signature page counterpart hereof by telecopy, emailed .pdf or any other electronic means that reproduces an image of the actual executed signature page shall be effective as delivery of a manually executed counterpart hereof. The words “execution,” “signed,” “signature,” “delivery,” and words of like import in or relating to any document to be signed in connection with this Agreement and the transactions contemplated hereby shall be deemed to include electronic signatures, the electronic association of signatures and records on electronic platforms, deliveries or the keeping of records in electronic form, each of which shall be of the same legal effect, validity or enforceability as a manually executed signature, physical delivery thereof or the use of a paper-based recordkeeping system, as the case may be, to the extent and as provided for in any applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, any other similar state laws based on the Uniform Electronic Transactions Act or the Uniform Commercial Code, each as amended, and the parties hereto hereby waive any objection to the contrary, provided that (x) nothing herein shall require Agent to accept electronic signature counterparts in any form or format and (y) Agent reserves the right to require, at any time and at its sole discretion, the delivery of manually executed counterpart signature pages to this Agreement or any document signed in connection with this Agreement and the parties hereto agree to promptly deliver such manually executed counterpart signature pages.

Counterparts; Electronic Signature. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which when taken together shall constitute be considered one and the same instrumentagreement and shall become effective when counterparts have been signed by each party and delivered to the other party, it being understood that both parties need not sign the same counterpart. Delivery of an executed In the event that any signature page counterpart hereof is delivered by telecopy, emailed .pdf facsimile transmission or any other form of electronic means that reproduces an image delivery, such signature shall create a valid and binding obligation of the actual executed party executing (or on whose behalf such signature is executed) with the same force and effect as if such signature page shall be effective as delivery of a manually executed counterpart hereofwere an original thereof. The words “execution,” “signed,” “signature,” “delivery,” and words of like import in or relating to any document to be signed in connection with this Agreement or in any other certificate, agreement or document related to this Agreement shall include images of manually executed signatures transmitted by facsimile or other electronic format (including, without limitation, “pdf”, “tif” or “jpg”) and the transactions contemplated hereby shall be deemed to include other electronic signaturessignatures (including, the without limitation, DocuSign and AdobeSign). The use of electronic association of signatures and electronic records on (including, without limitation, any contract or other record created, generated, sent, communicated, received, or stored by electronic platforms, deliveries or the keeping of records in electronic form, each of which means) shall be of the same legal effect, validity or and enforceability as a manually executed signature, physical delivery thereof signature or the use of a paper-based recordkeeping system, as the case may be, record-keeping system to the fullest extent and as provided for in any permitted by applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records ActAct and any other applicable law, including, without limitation, any other similar state laws law based on the Uniform Electronic Transactions Act or the Uniform Commercial Code, each as amended, and the parties hereto hereby waive any objection to the contrary, provided that (x) nothing herein shall require Agent to accept electronic signature counterparts in any form or format and (y) Agent reserves the right to require, at any time and at its sole discretion, the delivery of manually executed counterpart signature pages to this Agreement or any document signed in connection with this Agreement and the parties hereto agree to promptly deliver such manually executed counterpart signature pages.

Counterparts; Electronic Signature. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument, and either of the parties may execute this Agreement by signing such counterpart. Delivery This Agreement shall become effective as of an executed signature page the Applicable Effective Time when each party hereto shall have received a counterpart hereof signed by telecopy, emailed .pdf the other party hereto. The exchange of copies of this Agreement and of signature pages by facsimile or any other electronic means that reproduces an image format (including, without limitation, “pdf,” “tif” or “jpg”) transmission shall constitute effective execution and delivery of this Agreement as to the parties hereto and may be used in lieu of the actual executed signature page shall be effective as delivery of a manually executed counterpart hereoforiginal Agreement for all purposes. The words “execution,” “signed,” “signature,” “delivery,” and words of like import in or relating to any document to be signed in connection with this Agreement or in any other certificate, agreement or document related to this Agreement shall include images of manually executed signatures transmitted by facsimile or other electronic format (including, without limitation, “pdf,” “tif” or “jpg”) and the transactions contemplated hereby other electronic signatures (including, without limitation, DocuSign and AdobeSign) and such signatures shall be deemed to include be original signatures for all purposes. The use of electronic signatures, the electronic association of signatures and electronic records on (including, without limitation, any contract or other record created, generated, sent, communicated, received or stored by electronic platforms, deliveries or the keeping of records in electronic form, each of which means) shall be of the same legal effect, validity or and enforceability as a manually executed signature, physical delivery thereof signature or the use of a paper-based recordkeeping system, as the case may be, record-keeping system to the fullest extent and as provided for in any applicable lawpermitted by Applicable Law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, and any other similar Applicable Law, including, without limitation, any state laws law based on the Uniform Electronic Transactions Act or the Uniform Commercial Code, each as amended, and the parties hereto hereby waive any objection to the contrary, provided that (x) nothing herein shall require Agent to accept electronic signature counterparts in any form or format and (y) Agent reserves the right to require, at any time and at its sole discretion, the delivery of manually executed counterpart signature pages to this Agreement or any document signed in connection with this Agreement and the parties hereto agree to promptly deliver such manually executed counterpart signature pages.

Counterparts; Electronic Signature. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument, and either of the parties may execute this Agreement by signing such counterpart. Delivery This Agreement shall become effective as of an executed signature page the Effective Time when each party hereto shall have received a counterpart hereof signed by telecopy, emailed .pdf the other party hereto. The exchange of copies of this Agreement and of signature pages by facsimile or any other electronic means that reproduces an image format (including, without limitation, “pdf,” “tif” or “jpg”) transmission shall constitute effective execution and delivery of this Agreement as to the parties hereto and may be used in lieu of the actual executed signature page shall be effective as delivery of a manually executed counterpart hereoforiginal Agreement for all purposes. The words “execution,” “signed,” “signature,” “delivery,” and words of like import in or relating to any document to be signed in connection with this Agreement or in any other certificate, agreement or document related to this Agreement shall include images of manually executed signatures transmitted by facsimile or other electronic format (including, without limitation, “pdf,” “tif” or “jpg”) and the transactions contemplated hereby other electronic signatures (including, without limitation, DocuSign and AdobeSign) and such signatures shall be deemed to include be original signatures for all purposes. The use of electronic signatures, the electronic association of signatures and electronic records on (including, without limitation, any contract or other record created, generated, sent, communicated, received or stored by electronic platforms, deliveries or the keeping of records in electronic form, each of which means) shall be of the same legal effect, validity or and enforceability as a manually executed signature, physical delivery thereof signature or the use of a paper-based recordkeeping system, as the case may be, record-keeping system to the fullest extent and as provided for in any applicable lawpermitted by Applicable Law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, and any other similar Applicable Law, including, without limitation, any state laws law based on the Uniform Electronic Transactions Act or the Uniform Commercial Code, each as amended, and the parties hereto hereby waive any objection to the contrary, provided that (x) nothing herein shall require Agent to accept electronic signature counterparts in any form or format and (y) Agent reserves the right to require, at any time and at its sole discretion, the delivery of manually executed counterpart signature pages to this Agreement or any document signed in connection with this Agreement and the parties hereto agree to promptly deliver such manually executed counterpart signature pages.

Counterparts; Electronic Signature. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Delivery of an executed signature page counterpart hereof by telecopy, emailed .pdf pdf. or any other electronic means that reproduces an image of the actual executed signature page shall be effective as delivery of a manually executed counterpart hereof. The words “execution,” “signed,” “signature,” “delivery,” and words of like import in or relating to any document to be signed in connection with this Agreement and the transactions contemplated hereby shall be deemed to include electronic signatures, the electronic association of signatures and records on electronic platforms, deliveries or the keeping of records in electronic form, each of which shall be of the same legal effect, validity or enforceability as a manually executed signature, physical delivery thereof or the use of a paper-based recordkeeping system, as the case may be, to the extent and as provided for in any applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, any other similar state laws based on the Uniform Electronic Transactions Act or the Uniform Commercial Code, each as amended, and the parties hereto hereby waive any objection to the contrary, provided that (x) nothing herein shall require the Agent or the Lender to accept electronic signature counterparts in any form or format and (y) the Agent reserves and the Lender reserve the right to require, at any time and at its sole discretion, the delivery of manually executed counterpart signature pages to this Agreement or any document signed in connection with this Agreement and the parties hereto agree to promptly deliver such manually executed counterpart signature pages.

Counterparts; Electronic Signature. This Agreement Amendment may be executed by the parties hereto individually or in combination, in one or more counterparts, each of which shall be deemed an original, but original and all of which together shall constitute one and the same instrumentagreement. Delivery of an executed counterpart of a signature page counterpart hereof by telecopy, emailed telecopier or electronic mail in .pdf or any other electronic means that reproduces an image of the actual executed signature page format shall be effective as delivery of a manually executed counterpart hereofcounterpart. The words “execute,” “execution,” “signed,” “signature,” “delivery,” and words of like import in or relating to any document to be signed in connection with this Agreement and the transactions contemplated hereby shall be deemed to include electronic signatures, the electronic association matching of signatures assignment terms and records contract formations on electronic platformsplatforms approved by the Administrative Agent, deliveries or the keeping of records in electronic form, each of which shall be of the same legal effect, validity or enforceability as a manually executed signature, physical delivery thereof signature or the use of a paper-based recordkeeping system, as the case may be, to the extent and as provided for in any applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, or any other similar state laws based on the Uniform Electronic Transactions Act or the Uniform Commercial Code, each as amended, and the parties hereto hereby waive any objection Act; provided that notwithstanding anything contained herein to the contrary, provided that (x) nothing herein shall require contrary the Administrative Agent is under no obligation to agree to accept electronic signature counterparts signatures in any form or in any format unless expressly agreed to by the Administrative Agent pursuant to procedures approved by it; provided, that, without limiting the foregoing, (a) to the extent the Administrative Agent has agreed to accept such Electronic Signature, each party hereto shall be entitled to rely on any such Electronic Signature purportedly given by or on behalf of any other party hereto without further verification and (yb) Agent reserves upon the right to requirereasonable request of the Administrative Agent, at any time and at its sole discretion, the delivery Electronic Signature of manually executed counterpart signature pages any party to this Agreement or any document signed in connection with this Agreement and the parties hereto agree to Amendment shall, as promptly deliver as practicable, be followed by such manually executed counterpart signature pagescounterpart. For purposes hereof, “Electronic Record” and “Electronic Signature” shall have the meanings assigned to them, respectively, by 15 USC §7006, as it may be amended from time to time.

Counterparts; Electronic Signature. This Agreement, the other Transaction Documents and any document, amendment, approval, consent, information, notice, certificate, request, statement, disclosure or authorization related to this Agreement or any other Transaction Document (each a “Communication”), including Communications required to be in writing, may be in the form of an Electronic Record (as defined below) and may be executed using Electronic Signatures (as defined below). Each of the parties hereto agrees that any Electronic Signature on or associated with any Communication shall be valid and binding on it to the same extent as a manual, original signature, and that any Communication entered into by Electronic Signature, will constitute the legal, valid and binding obligation enforceable against it in accordance with the terms thereof to the same extent as if a manually executed original signature was delivered. Any Communication may be executed in as many counterparts as necessary or convenient, including both paper and electronic counterparts, but all such counterparts are one and the same Communication. For the avoidance of doubt, the authorization under this paragraph may include, without limitation, use or acceptance by any Facility Agent or the Administrative Agent of a manually signed paper Communication which has been converted into electronic form (such as scanned into PDF format), or an electronically signed Communication converted into another format, for transmission, delivery and/or retention. Each Facility Agent and the Administrative Agent may, at its option, create one or more counterpartscopies of any Communication in the form of an imaged Electronic Record (“Electronic Copy”), each of which shall be deemed an originalcreated in the ordinary course of such Person’s business, but all of which together shall constitute one and destroy the same instrumentoriginal paper document. Delivery All Communications in the form of an executed signature page counterpart hereof by telecopyElectronic Record, emailed .pdf or any other electronic means that reproduces including an image of the actual executed signature page Electronic Copy, shall be effective as delivery of a manually executed counterpart hereof. The words “execution,” “signed,” “signature,” “delivery,” considered an original for all purposes, and words of like import in or relating to any document to be signed in connection with this Agreement and the transactions contemplated hereby shall be deemed to include electronic signatures, the electronic association of signatures and records on electronic platforms, deliveries or the keeping of records in electronic form, each of which shall be of have the same legal effect, validity or and enforceability as a manually executed signature, physical delivery thereof or the use of a paper-based recordkeeping system, as the case may be, paper record (to the extent and as provided for in any permitted by applicable law, including ). Each party shall be entitled to rely on any Electronic Signature purportedly given by or on behalf any other party without further verification and (b) upon the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Actrequest of any party, any other similar state laws based on the Uniform Electronic Transactions Act or the Uniform Commercial Code, each as amended, and the parties hereto hereby waive any objection to the contrary, provided that (x) nothing herein Signature shall require Agent to accept electronic signature counterparts in any form or format and (y) Agent reserves the right to require, at any time and at its sole discretion, the delivery of manually executed counterpart signature pages to this Agreement or any document signed in connection with this Agreement and the parties hereto agree to be promptly deliver followed by such manually executed counterpart signature pagescounterpart. For purposes hereof, “Electronic Record” and “Electronic Signature” shall have the meanings assigned to them, respectively, by 15 USC §7006, as it may be amended from time to time.

Counterparts; Electronic Signature. This Agreement The parties may sign any number of copies of this Indenture. Each signed copy will be executed in one or more counterparts, each of which shall be deemed an original, but and all of which them together shall constitute one and represent the same instrumentagreement. Delivery of an executed signature page counterpart hereof of this Indenture by telecopyfacsimile, emailed .pdf electronically in portable document format or in any other electronic means that reproduces an image of the actual executed signature page shall format will be effective as delivery of a manually executed counterpart hereofcounterpart. The words “execution,” “signed,” “signature,” “delivery,” This Indenture and words of like import in any certificate, agreement or relating to any other document to be signed in connection with this Agreement Indenture and the transactions contemplated hereby shall be deemed to include electronic signaturesvalid, the electronic association of signatures binding, and records enforceable against a party only when executed and delivered by an authorized individual on electronic platforms, deliveries or the keeping of records in electronic form, each of which shall be behalf of the same legal effectparty by means of (i) an original manual signature; (ii) a faxed, validity scanned, or enforceability as a manually executed photocopied manual signature, physical delivery thereof ; or the use of a paper-based recordkeeping system, as (iii) in the case may beof this Indenture and any certificate, agreement or other document to be signed in connection with this Indenture and the extent and as provided for in transactions contemplated hereby, other than any applicable lawNotes, including any electronic signature permitted by the Federal federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, any other similar state laws based on enactments of the Uniform Electronic Transactions Act or Act, and/or any other relevant electronic signatures law, including relevant provisions of the Uniform Commercial CodeCode (collectively, each as amended“Signature Law”). Each electronic signature (except in the case of any Notes) or faxed, scanned, or photocopied manual signature shall for all purposes have the same validity, legal effect, and admissibility in evidence as an original manual signature. Each party hereto shall be entitled to conclusively rely upon, and shall have no liability with respect to, any faxed, scanned, or photocopied manual signature, or other electronic signature (except in the parties hereto hereby waive case of any objection Notes), of any party and shall have no duty to investigate, confirm or otherwise verify the validity or authenticity thereof. For avoidance of doubt, original manual signatures shall be used for execution or indorsement of writings when required under the Uniform Commercial Code or other Signature Law due to the contrary, provided that (x) nothing herein shall require Agent to accept electronic signature counterparts in any form character or format and (y) Agent reserves intended character of the right to require, at any time and at its sole discretion, the delivery of manually executed counterpart signature pages to this Agreement or any document signed in connection with this Agreement and the parties hereto agree to promptly deliver such manually executed counterpart signature pageswritings.