Common use of Independent Nature of Holders’ Obligations and Rights Clause in Contracts

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement are several and not joint with the obligations of each other Holder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreement. Nothing contained herein or in any Transaction Document, and no action taken by any Holder pursuant thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction Document. Each Holder acknowledges that no other Holder will be acting as agent of such Holder in enforcing its rights under this Agreement. Each Holder shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement any Note Document are several and not joint with the obligations of each any other Holder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreementany Note Document. Nothing contained herein or in any Transaction other Note Document, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction Documentthe Note Documents. Each Holder acknowledges confirms that no other Holder will be acting as agent it has independently participated in the negotiation of such Holder in enforcing the transaction contemplated hereby with the advice of its rights under this Agreementown counsel and advisors. Each Holder shall be entitled to independently protect and enforce its rights, including including, without limitation limitation, the rights arising out of this AgreementAgreement or out of any other Note Documents, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement hereunder are several and not joint with the obligations of each any other HolderHolder hereunder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreementhereunder. Nothing contained herein or in any Transaction Documentother agreement or document delivered at any closing, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction Document. Each Holder acknowledges that no other Holder will be acting as agent of such Holder in enforcing its rights under this Agreement. Each Holder shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding action, claim, suit, investigation or proceeding (including, without limitation, an investigation or partial proceeding, such as a deposition), whether commenced or threatened, for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement are several and not joint with the obligations of each any other Holder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreement. Nothing contained herein or in any Transaction Documentherein, and no action taken by any Holder pursuant theretohereto, shall be deemed to constitute the Holders as as, and the Company acknowledges that the Holders do not so constitute, a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group group, and the Company will not assert any such claim with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction Document. Each Holder and the Company acknowledges that no other the Holders are not acting in concert or as a group with respect to such obligations or the transactions contemplated hereby. The Company acknowledges and each Holder will be acting as agent confirms that it has independently participated in the negotiation of such Holder in enforcing the transaction contemplated hereby with the advice of its rights under this Agreementown counsel and advisors. Each Holder shall be entitled to independently protect and enforce its rights, including including, without limitation limitation, the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The Holder who is a party to this Agreement, acknowledges that the Company is entering into substantially identical agreements with other holders of the Company’s Registrable Securities; each such agreement being deemed a separate and independent agreement between the Company and such other Holders, except that each Holder acknowledges and consents to the rights granted to each other Holder under such agreements. The obligations of each Holder under this Agreement hereunder are several and not joint with the obligations of each any other HolderHolder hereunder, and no neither Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreementhereunder. Nothing contained herein or in any Transaction Documentother agreement or document delivered at any closing, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction Document. Each Holder acknowledges that no other Holder will be acting as agent of such Holder in enforcing its rights under this Agreement. Each Holder shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement hereunder are several and not joint with the obligations of each any other HolderHolder hereunder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreementhereunder. Nothing contained herein or in any Transaction Documentother agreement or document delivered at any closing, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of group or entity, or create a presumption that the Holders are in any way acting in concert or as a group or entity with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction Document. Each Holder matters, and the Company acknowledges that no other Holder will be the Holders are not acting in concert or as agent of a group, and the Company shall not asset any such Holder in enforcing its rights under this Agreementclaim, with respect to such obligations or transactions. Each Holder shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement are hereunder is several and not joint with the obligations of each any other HolderHolder hereunder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreementhereunder. Nothing contained herein or in any Transaction Documentother agreement or document delivered at any closing, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction Document. Each Holder acknowledges that no other Holder will be acting as agent of such Holder in enforcing its rights under this Agreement. Each Holder shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK SIGNATURE PAGES TO FOLLOW]

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement hereunder are several and not joint with the obligations of each any other HolderHolder hereunder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreementhereunder. Nothing contained herein or in any Transaction Documentother agreement or document delivered at any closing, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction DocumentAgreement. Each Holder acknowledges that no other Holder has acted as agent for such Holder in connection with executing this Agreement and that no Holder will be acting as agent of such Holder in connection with monitoring the registration of the Registrable Securities or enforcing its rights under this Agreement. Each Holder shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement are several and not joint with the obligations of each any other Holder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreement. Nothing contained herein or in any other Transaction Document, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other the Transaction DocumentDocuments. Each Holder acknowledges confirms that no other Holder will be acting as agent it has independently participated in the negotiation of such Holder in enforcing the transaction contemplated hereby with the advice of its rights under this Agreementown counsel and advisors. Each Holder shall be entitled to independently protect and enforce its rights, including including, without limitation limitation, the rights arising out of this AgreementAgreement or out of any other Transaction Documents, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement hereunder are several and not joint with the obligations of each any other HolderHolder hereunder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreementhereunder. Nothing contained herein or in any Transaction Documentother agreement or document delivered at any closing, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction Document. Each Holder acknowledges that no other Holder will be acting as agent of such Holder in enforcing its rights under this Agreement. Each Holder shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company Holder who is a party to this Agreement, acknowledges that each the Company is enetering into substantially identical agreements with other holders of the Holders has been provided with Company’s Registrable Securities; each such agreement being deemed a separate and independent agreement between the same Registration Rights Agreement for Company and such other Holders, except that each Holder acknowledges and consents to the purpose of closing a transaction with multiple Holders and not because it was required or requested rights granted to do so by any Holdereach other Holder under such agreements.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement are several and not joint with the obligations of each any other Holder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreement. Nothing contained herein or in any Transaction Documentherein, and no action taken by any Holder pursuant theretohereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction Documenthereby. Each Holder acknowledges confirms that no other Holder will be acting as agent it has independently participated in the negotiation of such Holder in enforcing the transaction contemplated hereby with the advice of its rights under this Agreementown counsel and advisors. Each Holder shall be entitled to independently protect and enforce its rights, including including, without limitation limitation, the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement are several and not joint with the obligations of each any other Holder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreement. Nothing contained herein or in any Transaction Documentherein, and no action taken by any Holder pursuant theretohereto, shall be deemed to constitute the Holders Holder as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction DocumentAgreement. Each Holder acknowledges confirms that no other Holder will be acting as agent it has independently participated in the negotiation of such Holder in enforcing the transaction contemplated hereby with the advice of its rights under this Agreementown counsel and advisors. Each Holder shall be entitled to independently protect and enforce its rights, including including, without limitation limitation, the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder hereunder and under this the Registration Rights Agreement are several and not joint with the obligations of each any other HolderHolder hereunder or thereunder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreementhereunder or thereunder. Nothing contained herein or in any Transaction Documentother agreement or document delivered at any closing, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement Amendment or any other Transaction Document. Each Holder acknowledges that no other Holder will be acting as agent of such Holder in enforcing its rights under this the Registration Rights Agreement. Each Holder shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Amendment and the Registration Rights Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement hereunder are several and not joint with the obligations of each any other HolderHolder hereunder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreementhereunder. The decision of each Holder to purchase Shares pursuant to the Transaction Documents has been made independently of any other Holder. Nothing contained herein or in any Transaction Documentother agreement or document delivered at any closing, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction Document. Each Holder acknowledges that no other Holder will be acting as agent of such Holder in enforcing its rights under this Agreement. Each Holder shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement any Transaction Documents are several and not joint with the obligations of each any other Holder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreementany Transaction Documents. Nothing contained herein or in any other Transaction DocumentDocuments, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders Holder as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other the Transaction DocumentDocuments. Each Holder acknowledges confirms that no other Holder will be acting as agent it has independently participated in the negotiation of such Holder in enforcing the transaction contemplated hereby with the advice of its rights under this Agreementown counsel and advisors. Each Holder shall be entitled to independently protect and enforce its rights, including including, without limitation limitation, the rights arising out of this AgreementAgreement or out of any other Transaction Documents, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement are hereunder is several and not joint with the obligations of each any other HolderHolder hereunder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreementhereunder. Nothing contained herein or in any Transaction Document, and no action taken by any Holder pursuant thereto, hereto shall be deemed to constitute the Holders Holder s as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction DocumentAgreement. Each Holder acknowledges that no other Holder has acted as agent for such Holder in connection with this Agreement and that no other Holder will be acting as agent of such Holder in connection with monitoring its investment in the Shares or enforcing its rights under this Agreement. Each Holder shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement hereunder are several and not joint with the obligations of each any other HolderHolder hereunder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreementhereunder. Nothing contained herein or in any Transaction Documentother agreement or document delivered at any closing, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert with respect to such obligations or the transactions contemplated by this Agreement and the Company acknowledges that, to its knowledge, the Holders are not acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction Document. Each Holder acknowledges that no other Holder will be acting as agent of such Holder in enforcing its rights under this Agreement. Each Holder shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement hereunder are several and not joint with the obligations of each any other HolderHolder hereunder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreementhereunder. Nothing contained herein or in any Transaction Documentother agreement or document delivered at any closing, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction Document. Each Holder acknowledges that no other Holder will be acting as agent of such Holder in enforcing its rights under this Agreement. Each Except as set forth herein whereby the election of the Holders of a specified percentage of Registrable Securities shall bind all Holders, each Holder shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement are several and not joint with the obligations of each any other Holder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreement. Nothing contained herein or in any other Transaction DocumentDocument (as defined in the Purchase Agreement), and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other the Transaction DocumentDocuments. Each Holder acknowledges confirms that no other Holder will be acting as agent it has independently participated in the negotiation of such Holder in enforcing the transaction contemplated hereby with the advice of its rights under this Agreementown counsel and advisors. Each Holder shall be entitled to independently protect and enforce its rights, including including, without limitation limitation, the rights arising out of this AgreementAgreement or out of any other Transaction Documents, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement are several and not joint with the obligations of each other Holder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreement. Nothing contained herein or in any Transaction Documentthe ECCA, and no action taken by any Holder pursuant thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction Documentthe ECCA. Each Holder acknowledges that no other Holder will be acting as agent of such Holder in enforcing its rights under this Agreement. Each Holder shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The Holder who is a party to this Agreement, acknowledges that the Company is entering into identical agreement with other holders of the Company’s Registrable Securities; each such agreement being deemed a separate and independent agreement between the Company and such other Holders, except that each Holder acknowledges and consents to the rights granted to each other Holder under such agreements. The obligations of each Holder under this Agreement are hereunder is several and not joint with the obligations of each any other HolderHolder hereunder, and no neither Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreementhereunder. Nothing contained herein or in any Transaction Documentother agreement or document delivered at any closing, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction Document. Each Holder acknowledges that no other Holder will be acting as agent of such Holder in enforcing its rights under this Agreement. Each Holder shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement hereunder are several and not joint with the obligations of each any other HolderHolder hereunder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreementhereunder. Nothing contained herein or in any Transaction Documentother agreement or document delivered at any closing, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction DocumentAgreement. Each Holder The Purchaser acknowledges that no other Holder Purchaser has acted as agent for such Purchaser in connection with making its investment hereunder and that no Purchaser will be acting as agent of such Holder Purchaser in connection with monitoring its investment in the Shares and Warrants or enforcing its rights under this the Purchase Agreement or any other agreement entered into in connection with the Purchase Agreement. Each Holder shall be entitled to independently protect and enforce its rights, including without limitation limitation, the rights 18 arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement any Transaction Document are several and not joint with the obligations of each any other Holder, and no Holder shall be responsible in any way for the performance or non-performance of the obligations of any other Holder under this Agreementany Transaction Document. Nothing contained herein or in any other Transaction Document, and no action taken by any Holder pursuant thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other the Transaction Document. Each Holder acknowledges that no other Holder will be acting as agent of such Holder in enforcing its rights under this AgreementDocuments. Each Holder shall be entitled to independently protect and enforce its rights, including without limitation limitation, the rights arising out of this AgreementAgreement or out of the other Transaction Documents, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the has elected to provide all Holders has been provided with the same Registration Rights Agreement terms and Transaction Documents for the purpose convenience of closing a transaction with multiple Holders the Company and not because it was required or requested to do so by any Holderthe Holders.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement hereunder are several and not joint with the obligations of each any other HolderHolder hereunder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreementhereunder. Nothing contained herein or in any Transaction Documentother agreement or document delivered at any closing, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction DocumentAgreement. Each Holder Purchaser acknowledges that no other Holder Purchaser has acted as agent for such Purchaser in connection with making its investment hereunder and that no Purchaser will be acting as agent of such Holder Purchaser in connection with monitoring its investment in the Shares or enforcing its rights under this the Purchase Agreement or any other agreement entered into in connection with the Purchase Agreement. Each Holder shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.[Signature pages follow]

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under any Transaction Document or this Agreement are several and not joint with the obligations of each any of the other HolderHolders, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under any Transaction Document or this Agreement. Nothing contained herein or in any other Transaction DocumentDocument or this Agreement, and no action taken by any Holder pursuant theretohereto, shall be deemed to constitute the Holders as as, and the Company acknowledges that the Holders do not so constitute, a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement the Transaction Documents or any other Transaction Document. Each Holder acknowledges that no other Holder will be acting as agent of such Holder in enforcing its rights under the this Agreement. The Company and each Holder confirms that it has independently participated in the negotiation of the transactions contemplated hereby with the advice of its own counsel and advisors. Each Holder shall be entitled to independently protect and enforce its rights, including including, without limitation limitation, the rights arising out of this AgreementAgreement or out of any other Transaction Document, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Consenting Holder under this Agreement are several and not joint with the obligations of each any other Consenting Holders or any other Holder of shares of Series B Preferred Stock (each, an “Other Holder”), and no Consenting Holder shall be responsible in any way for the performance of the obligations of any other Other Holder under this Agreementhereunder. Nothing contained herein or in any Transaction Documentherein, and no action taken by any a Consenting Holder pursuant theretohereto, shall be deemed to constitute the such Consenting Holder and Other Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the such Consenting Holder and Other Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction Document. Each Holder acknowledges that no other Holder will be acting as agent of such Holder in enforcing its rights under this Agreement. Each Consenting Holder shall be entitled to independently protect and enforce its rights, including including, without limitation limitation, the rights arising out of this Agreement, and it shall not be necessary for any other Other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement hereunder are several and not joint with the obligations of each any other HolderHolder hereunder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreementhereunder. The decision of each Holder to purchase Shares pursuant to the Transaction Documents has been made independently of any other Holder. Nothing contained herein or in any Transaction Documentother agreement or document delivered at any closing, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction Document. Each Holder acknowledges that no other Holder will be acting as agent of such Holder in enforcing its rights under this Agreement. Each Holder shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.. (Signature Pages Follow)

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement hereunder are several and not joint with the obligations of each any other HolderHolder hereunder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreementhereunder. Nothing contained herein or in any Transaction Documentother agreement or document delivered at any closing, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of group or entity, or create a presumption that the Holders are in any way acting in concert or as a group or entity with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction Document. Each Holder matters, and the Company acknowledges that no other Holder will be the Holders are not acting in concert or as agent of such Holder in enforcing its rights under this Agreementa group. Each Holder shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each use of a single agreement with respect to the obligations of the Holders has been provided with the same Registration Rights Agreement Company was done solely for the purpose convenience of closing a transaction with multiple Holders the Company and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement hereunder are several and not joint with the obligations of each any other HolderHolder hereunder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreementhereunder. Nothing contained herein or in any Transaction Documentother agreement or document delivered at any closing, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of group or entity, or create a presumption that the Holders are in any way acting in concert or as a group or entity with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction Document. Each Holder matters, and the Company acknowledges that no other Holder will be the Holders are not acting in concert or as agent of a group, and the Company shall not assert any such Holder in enforcing its rights under this Agreementclaim, with respect to such obligations or transactions. Each Holder shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.such

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement are several and not joint with the obligations of each other Holder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreement. Nothing contained herein or in any Transaction DocumentAncillary Agreement, and no action taken by any Holder pursuant thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction DocumentAncillary Agreement. Each Holder acknowledges that no other Holder will be acting as agent of such Holder in enforcing its rights under this Agreement. Each Holder shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding Claim for such purpose. The Company Parent acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement hereunder are several and not joint with the obligations of each any other HolderHolder hereunder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreementhereunder. Nothing contained herein or in any Transaction Documentother agreement or document delivered at any closing, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction DocumentAgreement. Each Holder Purchaser acknowledges that no other Holder Purchaser has acted as agent for such Purchaser in connection with making its investment hereunder and that no Purchaser will be acting as agent of such Holder Purchaser in connection with monitoring its investment in the Shares or enforcing its rights under this the Purchase Agreement or any other agreement entered into in connection with the Purchase Agreement. Each Holder shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement are several and not joint with the obligations of each any other Holder, and no Holder shall be responsible in any way for the performance or non-performance of the obligations of any other Holder under this Agreement. Nothing contained herein or in any Transaction Documentherein, and no action taken by any Holder pursuant hereof or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction Document. Each Holder acknowledges that no other Holder will be acting as agent of such Holder in enforcing its rights under the this Agreement. Each Holder shall be entitled to independently protect and enforce its rights, including including, without limitation limitation, the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. Each Holder has been represented by its own separate legal counsel in its review and negotiation of this Agreement. The Company acknowledges that each of the has elected to provide all Holders has been provided with the same Registration Rights terms of this Agreement for the purpose convenience of closing a transaction with multiple Holders the Company and not because it was required or requested to do so by any Holderof the Holders.

Independent Nature of Holders’ Obligations and Rights. The obligations of each the Holder under this Agreement are several and not joint with the obligations of each any other HolderPerson, and no the Holder shall not be responsible in any way for the performance of the obligations of any other Holder under this Agreementany other agreement. Nothing contained herein or in any Transaction Documentother agreement, and no action taken by any the Holder pursuant theretohereto, shall be deemed to constitute the Holders Holder and other Persons as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders Holder and other Persons are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction Documentagreement and the Company acknowledges that, to the best of its knowledge, the Holder and the other Persons are not acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other agreement. Each The Company and the Holder acknowledges confirm that no other the Holder will be acting as agent has independently participated in the negotiation of such Holder in enforcing the transactions contemplated hereby with the advice of its rights under this Agreementown counsel and advisors. Each The Holder shall be entitled to independently protect and enforce its rights, including including, without limitation limitation, the rights arising out of this Agreement, and it shall not be necessary for any other Holder Person to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement are several and not joint with the obligations of each any other Holder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this AgreementHolder. Nothing contained herein or in any Transaction Documentthis Agreement, and no action taken by any Holder pursuant thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction DocumentAgreement. Each Holder acknowledges that no other Holder has acted as agent for such Holder in connection with making its investment hereunder and that no other Holder will be acting as agent of such Holder in enforcing connection with monitoring its rights under this Agreementinvestment hereunder. Each Holder shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each the Holder under this Agreement are several and not joint with the obligations of each other any Other Holder, and no the Holder shall not be responsible in any way for the performance of the obligations of any other Other Holder under this any other agreement (each, an “Other Agreement”). Nothing contained herein or in any Transaction DocumentOther Agreement, and no action taken by any the Holder pursuant theretohereto, shall be deemed to constitute the Holder and Other Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holder and Other Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction Document. Each Other Agreement and the Company acknowledges that, to the best of its knowledge, the Holder acknowledges that no other Holder will be and the Other Holders are not acting in concert or as agent of a group with respect to such Holder in enforcing its rights under obligations or the transactions contemplated by this Agreement or any Other Agreement. Each The Company and the Holder confirm that the Holder has independently participated in the negotiation of the transactions contemplated hereby with the advice of its own counsel and advisors. The Holder shall be entitled to independently protect and enforce its rights, including including, without limitation limitation, the rights arising out of this Agreement, and it shall not be necessary for any other Other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder the Holders under this Agreement are several and not joint with the obligations of each other any Other Holder, and no Holder the Holders shall not be responsible in any way for the performance of the obligations of any other Other Holder under this Agreementany Other Amendment. Nothing contained herein or in any Transaction DocumentOther Amendment, and no action taken by any Holder the Holders pursuant theretohereto, shall be deemed to constitute the Holders and Other Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders and Other Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction Document. Each Holder Other Amendment and the Issuer acknowledges that no other Holder will be the Holders are not acting in concert or as agent a group with respect to such obligations or the transactions contemplated by this Agreement or any Other Amendment. The Issuer and the Holders confirm that the Holders has independently participated in the negotiation of such Holder in enforcing the transactions contemplated hereby with the advice of its rights under this Agreementown counsel and advisors. Each Holder The Holders shall be entitled to independently protect and enforce its rights, including including, without limitation limitation, the rights arising out of this AgreementAgreement or, any Other Amendment, and it shall not be necessary for any other Other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement any Transaction Document are several and not joint with the obligations of each any other Holder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreementany Transaction Document. Nothing contained herein or in any other Transaction Document, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement the Transaction Documents and the Company acknowledges that the Holders are not acting in concert or any other as a group with respect to such obligations or the transactions contemplated by the Transaction DocumentDocuments. Each Holder acknowledges confirms that no other Holder will be acting as agent it has independently participated in the negotiation of such Holder in enforcing the transaction contemplated hereby with the advice of its rights under this Agreementown counsel and advisors. Each Holder shall be entitled to independently protect and enforce its rights, including including, without limitation limitation, the rights arising out of this AgreementAgreement or out of any other Transaction Documents, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.

Independent Nature of Holders’ Obligations and Rights. The obligations of each Holder under this Agreement are several and not joint with the obligations of each other Holder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder under this Agreement. Nothing contained herein or in any Transaction Documentthe Exchange Agreement, and no action taken by any Holder pursuant thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreement or any other Transaction Documentthe Exchange Agreement. Each Holder acknowledges that no other Holder will be acting as agent of such Holder in enforcing its rights under this Agreement. Each Holder shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any Proceeding for such purpose. The Company acknowledges that each of the Holders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Holders and not because it was required or requested to do so by any Holder.