Common use of ENTIRE AGREEMENT AND NON-RELIANCE Clause in Contracts

ENTIRE AGREEMENT AND NON-RELIANCE. 23.1 This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements in connection with the subject matter hereof except where expressly agreed in this Agreement. 23.2 No director, employee, or agent of either party to this Agreement is authorised to make any statement, representation or warranty not contained in this Agreement and the parties each acknowledge and agree that, in entering into the Agreement, they have not relied on any statement, representation, or warranty that is not set out in or annexed to this Agreement and signed by both parties. 23.3 The parties further acknowledge and agree to exclude any right or remedy which would otherwise be available to them in respect of any misrepresentation or misstatement (whether made innocently or negligently) insofar as any statement, representation, or warranty is not set out in nor annexed to this Agreement and signed by both the parties. 23.4 Each party, having been given the opportunity to provide to the other party any particulars of any statements, representations and warranties which it considers have been made and which have induced it to enter into this Agreement, confirms that any such statements, representations and warranties are set out herein or annexed hereto and signed by both parties. 23.5 Each party agrees that its only liability in respect of those statements, representations or warranties that are set out in or annexed to this Agreement (whether made innocently or negligently) shall be for breach of contract. 23.6 Should the above exclusion for negligent misrepresentation fail the test of reasonableness applicable to such an exclusion then liability for negligent misrepresentation shall not be excluded. 23.7 Nothing in this clause shall limit or exclude any liability for or remedy for fraudulent misrepresentation.

ENTIRE AGREEMENT AND NON-RELIANCE. 23.1 26.1 This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements in connection with relating to the subject matter hereof except where of this Agreement to the exclusion of any terms implied by Law to the extent that they may be excluded by contract and supersedes any previous agreements between the parties in relation to the matter dealt with in this Agreement. In this clause 26, “this Agreement” shall include the Global Contribution Agreement, the Transaction Documents and all other documents entered into pursuant to this Agreement or those agreements. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR PORTIONS OF THIS EXHIBIT. THE COPY FILED HEREWITH OMITS THE INFORMATION SUBJECT TO A CONFIDENTIALITY REQUEST. OMISSIONS ARE DESIGNATED [ * * * ]. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. 26.2 Each Shareholder acknowledges and agrees that it has not relied on or been induced to enter into this Agreement by a representation, warranty or undertaking (whether contractual or otherwise) that is not expressly agreed set out in this Agreement. 23.2 No director, employee, or agent of either party to this Agreement is authorised to make any statement, representation or warranty not contained in this Agreement and the parties each acknowledge and agree that, in entering into the Agreement, they have not relied on any statement, representation, or warranty that is not set out in or annexed to this Agreement and signed by both parties. 23.3 The parties further acknowledge and agree to exclude any right or remedy which would otherwise be available to them in respect of any misrepresentation or misstatement (whether made innocently or negligently) insofar as any statement, representation, or warranty is not set out in nor annexed to this Agreement and signed by both the parties. 23.4 Each party, having been given the opportunity to provide to the other party any particulars of any statements, representations and warranties which it considers have been made and which have induced it to enter into this Agreement, confirms that any such statements, representations and warranties are set out herein or annexed hereto and signed by both parties. 23.5 26.3 Each party acknowledges and agrees that its only liability right and remedy in respect of those statementsrelation to any representation, representations warranty or warranties that are set out undertaking made or given in or annexed to connection with this Agreement (whether made innocently or negligently) shall be for breach of contractthe terms of this Agreement (whether by way of damages, injunction or specific performance or otherwise) to the exclusion of all other rights and remedies (including those in tort or arising under statute). 23.6 Should the above exclusion for negligent misrepresentation fail the test of reasonableness applicable to such an exclusion then liability for negligent misrepresentation shall not be excluded. 23.7 26.4 Nothing in this clause 26 shall limit have the effect of restricting or exclude limiting any liability for arising as a result of any fraud, wilful misrepresentation or remedy for fraudulent misrepresentationwilful concealment.

ENTIRE AGREEMENT AND NON-RELIANCE. 23.1 This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements in connection with the subject matter hereof except where expressly agreed in this Agreement. 23.2 No director, employee, or agent of either party to this Agreement is authorised to make any statement, representation or warranty not contained in this Agreement and the parties each acknowledge and agree that, in entering into the Agreement, they have not relied on any statement, representation, or warranty that is not set out in or annexed to this Agreement and signed by both parties. 23.3 The parties further acknowledge and agree to exclude any right or remedy which would otherwise be available to them in respect of any misrepresentation or misstatement (whether made innocently or negligently) insofar as any statement, representation, or warranty is not set out in nor annexed to this Agreement and signed by both the parties. 23.4 Each party, having been given the opportunity to provide to the other party any particulars of any statements, representations and warranties which it considers have been made and which have induced it to enter into this Agreement, confirms that any such statements, representations and warranties are set out herein or annexed hereto and signed by both parties.any 23.5 Each party agrees that its only liability in respect of those statements, representations or warranties that are set out in or annexed to this Agreement (whether made innocently or negligently) shall be for breach of contract. 23.6 Should the above exclusion for negligent misrepresentation fail the test of reasonableness applicable to such an exclusion then liability for negligent misrepresentation shall not be excluded. 23.7 Nothing in this clause shall limit or exclude any liability for or remedy for fraudulent misrepresentation.