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

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

Independent Nature of Shareholders’ Obligations and Rights. The obligations of each Shareholder under this Agreement are several and not joint with the obligations of any other Shareholder hereunderShareholders, and no Shareholder shall be responsible in any way for the performance of the obligations of any other Shareholder hereunderunder this Agreement or for the accuracy of any representation or warranty of any other Shareholder under this Agreement. The decision of each Shareholder to purchase acquire the Preferred Shares pursuant to the Transaction Documents this Agreement has been made by such Shareholder independently of any other ShareholderShareholder after due inquiry. Nothing contained herein or in any other agreement or document delivered at any closingherein, and no action taken by any Shareholder pursuant hereto or theretohereto, shall be deemed to constitute the Shareholders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Shareholders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreementherein. Each Shareholder acknowledges that no other Shareholder has acted as agent for such Shareholder in connection with making its investment hereunder and that no Shareholder will be acting as agent of such Shareholder in connection with monitoring its investment in the Preferred Shares or enforcing its rights under the Transaction Documentsthis Agreement. Each Shareholder 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 Shareholder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company Each of LFC and Cala Energy acknowledges that each of the Shareholders has been provided with the this same Registration Rights Agreement for the purpose of closing a transaction with multiple Shareholders and not because it was required or requested to do so by any Shareholder. It is expressly understood and agreed that each provision contained in this Agreement is between the Company and a Shareholder, solely, and not between the Company and the Shareholders collectively and not between and among the Shareholders.

Independent Nature of Shareholders’ Obligations and Rights. The obligations of each Shareholder under this Agreement any Transaction Document are several and not joint with the obligations of any other Shareholder hereunderShareholder, and no Shareholder shall be responsible in any way for the performance of the obligations of any other Shareholder hereunderunder any Transaction Document. The decision of each Shareholder to purchase the Preferred Common Shares pursuant to the Transaction Documents has been made by such Shareholder independently of any other Shareholder and independently of any information, materials, statements or opinions as to the business, affairs, operations, assets, properties, liabilities, results of operations, condition (financial or otherwise) or prospects of the Company or any Subsidiary which may have been made or given by any other Shareholder or by any agent or employee of any other Shareholder, and no Shareholder and any of its agents or employees shall have any liability to any other Shareholder (or any other Person) relating to or arising from any such information, materials, statement or opinions. Nothing contained herein or in any other agreement or document delivered at any closingTransaction Document, and no action taken by any Shareholder pursuant hereto or thereto, shall be deemed to constitute the Shareholders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Shareholders 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 Shareholder acknowledges that no other Shareholder has acted as agent for such Shareholder in connection with making its investment hereunder and that no Shareholder will be acting as agent of such Shareholder in connection with monitoring its investment in the Preferred Shares Securities or enforcing its rights under the Transaction Documents. Each Shareholder 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 Transaction Documents, and it shall not be necessary for any other Shareholder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Shareholders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Shareholders and not because it was required or requested to do so by any Shareholder. It is expressly understood and agreed that each provision contained in this Agreement is between the Company and a Shareholder, solely, and not between the Company and the Shareholders collectively and not between and among the Shareholders.

Independent Nature of Shareholders’ Obligations and Rights. The obligations of each Shareholder under this Agreement are several and not joint with the obligations of any other Shareholder hereunderShareholder, and no neither Shareholder shall be responsible in any way for the performance of the obligations of any other Shareholder hereunderunder this Agreement or for the accuracy of any representation or warranty of any other Shareholder under this Agreement. The decision of each Shareholder to purchase acquire the Preferred Smack Shares pursuant to the Transaction Documents this Agreement has been made by such Shareholder independently of any the other ShareholderShareholder after due inquiry. Nothing contained herein or in any other agreement or document delivered at any closingherein, and no action taken by any Shareholder pursuant hereto or theretohereto, shall be deemed to constitute the Shareholders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Shareholders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this Agreementherein. Each Shareholder acknowledges that no the other Shareholder has acted did not act as agent for such Shareholder in connection with making its his investment hereunder and that no Shareholder will be acting as agent of such Shareholder in connection with monitoring its his investment in the Preferred Smack Shares or enforcing its his rights under the Transaction Documentsthis Agreement. Each Shareholder shall be entitled to independently protect and enforce its his rights, including, including without limitation, limitation the rights arising out of this Agreement, and it shall not be necessary for any other Shareholder to be joined as an additional party in any Proceeding proceeding for such purpose. The Company acknowledges that each of the Shareholders has been provided with the same Registration Rights Agreement for the purpose of closing a transaction with multiple Shareholders and not because it was required or requested to do so by any Shareholder. It is expressly understood and agreed that each provision contained in this Agreement is between the Company and a Shareholder, solely, and not between the Company and the Shareholders collectively and not between and among the Shareholders.