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

Independent Nature of Investors’ Obligations and Rights. The obligations of each Investor hereunder is several and not joint with the obligations of any other Investor hereunder, and no Investor shall be responsible in any way for the performance of the obligations of any other Investor hereunder. The decision of each Investor to purchase Securities pursuant to the Transaction Documents has been made independently of any other Investor. Nothing contained herein or in any other agreement or document delivered at any closing, and no action taken by any Investor pursuant hereto or thereto, shall be deemed to constitute the Investors as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Investors are in any way acting in concert with respect to such obligations or the transactions contemplated by this Agreement. Each Investor acknowledges that no other Investor has acted as agent for such Investor in connection with making its investment hereunder and that no Investor will be acting as agent of such Investor in connection with monitoring its investment in the Securities or enforcing its rights under the Transaction Documents. Each Investor shall be entitled to protect and enforce its rights, including without limitation the rights arising out of this Agreement, and it shall not be necessary for any other Investor to be joined as an additional party in any Proceeding for such purpose.

Independent Nature of Investors’ Obligations and Rights. The obligations of each Investor hereunder is several and not joint with the obligations of any other Investor hereunder, and no Investor shall be responsible in any way for the performance of the obligations of any other Investor hereunder. The decision of each Investor to purchase acquire Registrable Securities pursuant to the Transaction Documents has been made independently of any other Investor. Nothing contained herein or in any other agreement or document delivered at any closing, and no action taken by any Investor pursuant hereto or thereto, shall be deemed to constitute the Investors as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Investors are in any way acting in concert with respect to such obligations or the transactions contemplated by this Agreement. Each Investor acknowledges that no other Investor has acted as agent for such Investor in connection with making its investment hereunder and that no Investor will be acting as agent of such Investor in connection with monitoring its investment in the Securities or enforcing its rights under the Transaction Documents. Each Investor shall be entitled to protect and enforce its rights, including without limitation the rights arising out of this Agreement, and it shall not be necessary for any other Investor to be joined as an additional party in any Proceeding for such purpose.

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

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

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

Independent Nature of Investors’ Obligations and Rights. The obligations of each Investor hereunder is under this Agreement are several and not joint with the obligations of any other Investor hereunder, and no Investor shall be responsible in any way for the performance of the obligations of any other Investor hereunder. The decision of each Investor to purchase Securities shares of Series A Preferred Stock pursuant to the Transaction Investment Documents has been made independently of any other Investor. Nothing contained herein or in any other agreement or document delivered at any closing, and no action taken by any Investor pursuant hereto or thereto, shall be deemed to constitute the Investors as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Investors are in any way acting in concert with respect to such obligations or the transactions contemplated by this Agreement. Each Investor acknowledges that no other Investor has acted as agent for such Investor in connection with making its investment hereunder and that no Investor will be acting as agent of such Investor in connection with monitoring its investment in the Securities Shares or enforcing its rights under the Transaction Investment Documents. Each Investor shall be entitled to 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 Investor to be joined as an additional party in any Proceeding for such purpose. The Company acknowledges that each of the Investors has been provided with the same Agreement for the purpose of closing a transaction with multiple Investors and not because it was required or requested to do so by any Investor.

Independent Nature of Investors’ Obligations and Rights. The obligations of each Investor hereunder is under any Investment Document are several and not joint with the obligations of any other Investor hereunderInvestor, and no Investor shall be responsible in any way for the performance of the obligations of any other Investor hereunderunder any Investment Document. The decision of each Investor to purchase Securities pursuant to the Transaction Investment Documents has been made by such Investor independently of any other Investor. Nothing contained herein or in any other agreement or document delivered at any closingInvestment Document, and no action taken by any Investor pursuant hereto or thereto, shall be deemed to constitute the Investors as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Investors are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreementthe Investment Documents. Each Investor acknowledges that no other Investor has acted as agent for such Investor in connection with making its investment hereunder and that no Investor will be acting as agent of such Investor in connection with monitoring its investment in the Securities or enforcing its rights under the Transaction Investment Documents. Each Investor 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 the other Investment Documents, and it shall not be necessary for any other Investor to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Investors has been provided with the same Investment Documents for the purpose of closing a transaction with multiple Investors and not because it was required or requested to do so by any Investor.

Independent Nature of Investors’ Obligations and Rights. The obligations of each the Investor hereunder under this Agreement is several and not joint with the obligations of any Other Investor under any other Investor hereunderAgreement, and no the Investor shall not be responsible in any way for the performance of the obligations of any other Other Investor hereunderunder any of the Agreements. The decision of each the Investor to purchase Securities Shares pursuant to the Transaction Documents this Agreement has been made by such Investor independently of any other Other Investor. Nothing contained herein or in any of the other agreement or document delivered at any closingAgreements, and no action taken by any Investor pursuant hereto or thereto, shall be deemed to constitute the Investors as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Investors are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreementthe Agreements. Each The Investor acknowledges that no other Other Investor has acted as agent for such Investor in connection with making its investment hereunder and that no Other Investor will be acting as agent of such the Investor in connection with monitoring its investment in the Securities Shares or enforcing its rights under the Transaction Documentsthis Agreement. Each The Investor 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 Investor to be joined as an additional party in any Proceeding proceeding for such purpose.

Independent Nature of Investors’ Obligations and Rights. The obligations of each Investor hereunder is under this Agreement are several and not joint with the obligations of any other Investor hereunder, and no Investor shall be responsible in any way for the performance of the obligations of any other Investor hereunder. The decision of each Investor to purchase Securities the Shares pursuant to the Transaction Documents Purchase Agreement has been made independently of any other Investor. Nothing contained herein or in any other agreement or document delivered at any closing, and no action taken by any Investor pursuant hereto or thereto, shall be deemed to constitute the Investors as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Investors are in any way acting in concert with respect to such obligations or the transactions contemplated by this Agreement. Each Investor acknowledges that no other Investor has acted as agent for such Investor in connection with making its investment hereunder and that no Investor will be acting as agent of such Investor in connection with monitoring its investment in the Securities Shares or enforcing its rights under the Transaction DocumentsPurchase Agreement. Each Investor shall be entitled to 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 Investor to be joined as an additional party in any Proceeding for such purpose. The Company acknowledges that each of the Investors has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Investors and not because it was required or requested to do so by any Investor. It is expressly understood and agreed that each provision contained in this Agreement is between the Company and an Investor, solely, and not between the Company and the Investors collectively and not between and among the Investors.

Independent Nature of Investors’ Obligations and Rights. The obligations of each Investor hereunder is the Investors under this Agreement are several and not joint with the obligations of any other Investor hereunderjoint, and no Investor shall be responsible in any way for the performance of the obligations of any other Investor hereunderunder the Agreement. The decision of each Investor to purchase the Securities pursuant to the Transaction Documents Agreement has been made by such Investor independently of any other Investor. Nothing contained herein or in any other agreement or document delivered at any closingthe Agreement, and no action taken by any Investor pursuant hereto or thereto, shall be deemed to constitute the Investors as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Investors are in any way acting in concert or as a group with respect to such obligations or with respect to the acquisition, disposition or voting of the Securities or the transactions contemplated by this the Agreement. Each Investor acknowledges that no other Investor has acted as agent for such Investor in connection with making its investment hereunder and that no Investor will be acting as agent of such Investor in connection with monitoring its investment in the Securities or enforcing its rights under the Transaction Documentsthis Agreement. Each Investor 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 Investor to be joined as an additional party in any Proceeding proceeding for such purpose. No consideration shall be offered or paid to any person to amend or consent to a waiver or modification of any provision of the Agreement unless the same consideration is also offered to all of the parties to the Agreement.