Parity of Investors. Notwithstanding anything to the contrary in any of this Agreement, the Purchase Agreement, the B-3 Subscription Agreement or the Restated Certificate, and except to the extent (i) provided in Section 3.4 of this Agreement and (ii) provided in Section 11 of the Restated Certificate and Section 1.1.5 of Schedule I to the Restated Certificate as relates to a Pre‑Authorized Transfer to a JPM Permitted Transferee (each as defined in the Restated Certificate), each Party acknowledges that it is the intent and desire of the Parties, and each Party 13 agrees, that, the terms of the Purchase Agreement, the Existing Certificate and the Original Agreement shall not modify or otherwise alter the parity between the Series B-1 Stock and the Series B-2 Stock that existed pursuant to the terms of the Original Certificate immediately prior to the Original Agreement. In the event of any such modification or alteration of such parity in a manner that is adverse to an Investor, then: (a) the other Parties shall reasonably cooperate with such Investor to attempt to restore or otherwise accomplish such parity; and (b) if, after reasonably cooperating, the Parties are unable to restore or otherwise accomplish such parity, then the Company shall indemnify such Investor for the damages and other losses (including diminution in value) suffered by such Investor from such absence of parity, and such indemnification shall be such Investor’s sole remedy with respect to such inability to restore or otherwise accomplish parity unless the Company is unable to restore or otherwise accomplish such parity in full. Each Investor hereby agrees that the maximum amount it shall, and shall be entitled to, claim and recover as damages and other losses pursuant to this Section 6.4 from another Investor (the “Advantaged Investor”) is: (x) one hundred fifty percent (150%) of the sum of (A) the Original Price (as defined in the Restated Certificate) per share of all the Series B-1 Stock or Series B-2 Stock, as applicable, held by such Investor plus (B) the Dividends (as defined in the Restated Certificate) accrued and unpaid thereon, whether or not declared, through the date such Investor brings its claim against the Advantaged Investor; minus (y) any amounts such Investor (or its affiliates) recover from the Advantaged Investor with respect to its (or their) claim pursuant to Section 6.2(b). For the avoidance of doubt, the immediately preceding sentence does not limit any Investor’s ability to claim and recover against the Company pursuant to this Section 6.4. Article 7
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Samples: Investment Agreement
Parity of Investors. Notwithstanding anything to the contrary in any of this Agreement, the Purchase Agreement, the B-3 Subscription Agreement or the Restated Certificate, and except to the extent (i) provided in Section 3.4 3.2 of this Agreement and (ii) provided in Section 11 of the Restated Certificate and Section 1.1.5 of Schedule I to the Restated Certificate as relates to a Pre‑Authorized Transfer to a JPM Permitted Transferee (each as defined in the Restated Certificate), each Party acknowledges that it is the intent and desire of the Parties, and each Party 13 agrees, that, the terms of the Purchase Agreement, the Existing Restated Certificate and the Original this Agreement shall not modify or otherwise alter the parity between the Series B-1 Stock and the Series B-2 Stock that existed pursuant to the terms of the Original Existing Certificate immediately prior to the Original Agreementdate hereof. In the event of any such modification or alteration of such parity in a manner that is adverse to an Investor, then: (a) the other Parties shall reasonably cooperate with such Investor to attempt to restore or otherwise accomplish such parity; and (b) if, after reasonably cooperating, the Parties are unable to restore or otherwise accomplish such parity, then the Company shall indemnify such Investor for the damages and other losses (including diminution in value) suffered by such Investor from such absence of parity, and such indemnification shall be such Investor’s sole remedy with respect to such inability to restore or otherwise accomplish parity unless the Company is unable to restore or otherwise accomplish such parity in full. Each Investor hereby agrees that the maximum amount it shall, and shall be entitled to, claim and recover as damages and other losses pursuant to this Section 6.4 5.4 from another Investor (the “Advantaged Investor”) is: (x) one hundred fifty percent (150%) of the sum of (A) the Original Price (as defined in the Restated Certificate) per share of all the Series B-1 B Preferred Stock or Series B-2 Stock, as applicable, held by such Investor plus (B) the Dividends (as defined in the Restated Certificate) accrued and unpaid thereon, whether or not declared, through the date such Investor brings its claim against the Advantaged Investor; minus (y) any amounts such Investor (or its affiliates) recover from the Advantaged Investor with respect to its (or their) claim pursuant to Section 6.2(b5.2(b). For the avoidance of doubt, the immediately preceding sentence does not limit any Investor’s ability to claim and recover against the Company pursuant to this Section 6.45.4. Article 734358671.7 11
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Parity of Investors. Notwithstanding anything to the contrary in any of this Agreement, the Purchase Agreement, the B-3 Subscription Agreement or the Restated Certificate, and except to the extent (i) provided in Section 3.4 of this Agreement and (ii) provided in Section 11 of the Restated Certificate and Section 1.1.5 of Schedule I to the Restated Certificate as relates to a Pre‑Authorized Transfer to a JPM Permitted Transferee (each as defined in the Restated Certificate), each Party acknowledges that it is the intent and desire of the Parties, and each Party 13 agrees, that, the terms of the Purchase Agreement, the Existing Certificate and the Original Agreement shall not modify or otherwise alter the parity between the Series B-1 Stock and the Series B-2 Stock that existed pursuant to the terms of the Original Certificate immediately prior to the Original Agreement. In the event of any such modification or alteration of such parity in a manner that is adverse to an Investor, then: (a) the other Parties shall reasonably cooperate with such Investor to attempt to restore or otherwise accomplish such parity; and (b) if, after reasonably cooperating, the Parties are unable to restore or otherwise accomplish such parity, then the Company shall indemnify such Investor for the damages and other losses (including diminution in value) suffered by such Investor from such absence of parity, and such indemnification shall be such Investor’s sole remedy with respect to such inability to restore or otherwise accomplish parity unless the Company is unable to restore or otherwise accomplish such parity in full. Each Investor hereby agrees that the maximum amount it shall, and shall be entitled to, claim and recover as damages and other losses pursuant to this Section 6.4 from another Investor (the “Advantaged Investor”) is: (x) one hundred fifty percent (150%) of the sum of (A) the Original Price (as defined in the Restated Certificate) per share of all the Series B-1 Stock or Series B-2 Stock, as applicable, held by such Investor plus (B) the Dividends (as defined in the Restated Certificate) accrued and unpaid thereon, whether or not declared, through the date such Investor brings its claim against the Advantaged Investor; minus (y) any amounts such Investor (or its affiliates) recover from the Advantaged Investor with respect to its (or their) claim pursuant to Section 6.2(b). For the avoidance of doubt, the immediately preceding sentence does not limit any Investor’s ability to claim and recover against the Company pursuant to this Section 6.4. Article 7.
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Parity of Investors. Notwithstanding anything to the contrary in any of this Agreement, the Purchase Agreement, the B-3 Subscription Agreement Agreement, the B-4 Subscription Agreement, the B-123 Certificate or the Restated B-4 Certificate, and except to the extent (i) provided in Section 3.4 of this Agreement and (ii) provided in Section 11 of the Restated B-123 Certificate and of the B-4 Certificate and Section 1.1.5 of Schedule I to the Restated B-123 Certificate and to the B-4 Certificate as relates to a Pre‑Authorized Transfer to a JPM Permitted Transferee (each as defined in the Restated B-123 Certificate or the B-4 Certificate, as applicable), each Party acknowledges that it is the intent and desire of the Parties, and each Party 13 agrees, that, the terms of the Purchase Agreement, the Existing Certificate and the Original Agreement shall not modify or otherwise alter the parity between the Series B-1 Stock and the Series B-2 Stock that existed pursuant to the terms of the Original Certificate immediately prior to the Original Agreement. In the event of any such modification or alteration of such parity in a manner that is adverse to an Investor, then: (a) the other Parties shall reasonably cooperate with such Investor to attempt to restore or otherwise accomplish such parity; and (b) if, after reasonably cooperating, the Parties are unable to restore or otherwise accomplish such parity, then the Company shall indemnify such Investor for the damages and other losses (including diminution in value) suffered by such Investor from such absence of parity, and such indemnification shall be such Investor’s sole remedy with respect to such inability to restore or otherwise accomplish parity unless the Company is unable to restore or otherwise accomplish such parity in full. Each Investor hereby agrees that the maximum amount it shall, and shall be entitled to, claim and recover as damages and other losses pursuant to this Section 6.4 from another Investor (the “Advantaged Investor”) is: (x) one hundred fifty percent (150%) of the sum of (A) the Original Price (as defined in the Restated B-123 Certificate) per share of all the Series B-1 Stock or Series B-2 Stock, as applicable, held by such Investor plus (B) the Dividends (as defined in the Restated B-123 Certificate) accrued and unpaid thereon, whether or not declared, through the date such Investor brings its claim against the Advantaged Investor; minus (y) any amounts such Investor (or its affiliates) recover from the Advantaged Investor with respect to its (or their) claim pursuant to Section 6.2(b). For the avoidance of doubt, the immediately preceding sentence does not limit any Investor’s ability to claim and recover against the Company pursuant to this Section 6.4. Article 7.
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Parity of Investors. Notwithstanding anything to the contrary in any of this Agreement, the Purchase Agreement, the B-3 Subscription Agreement or the Restated Certificate, and except to the extent (i) provided in Section 3.4 of this Agreement and (ii) provided in Section 11 of the Restated Certificate and Section 1.1.5 of Schedule I to the Restated Certificate as relates to a Pre‑Authorized Transfer to a JPM Permitted Transferee (each as defined in the Restated Certificate), each Party acknowledges that it is the intent and desire of the Parties, and each Party 13 agrees, that, the terms of the Purchase Agreement, the Existing Certificate and the Original Agreement shall not modify or otherwise alter the parity between the Series B-1 Stock and the Series B-2 Stock that existed pursuant to the terms of the Original Certificate immediately prior to the Original Agreement. In the event of any such modification or alteration of such parity in a manner that is adverse to an Investor, then: (a) the other Parties shall reasonably cooperate with such Investor to attempt to restore or otherwise accomplish such parity; and (b) if, after reasonably cooperating, the Parties are unable to restore or otherwise accomplish such parity, then the Company shall indemnify such Investor for the damages and other losses (including diminution in value) suffered by such Investor from such absence of parity, and such indemnification shall be such Investor’s sole remedy with respect to such inability to restore or otherwise accomplish parity unless the Company is unable to restore or otherwise accomplish such parity in full. Each Investor hereby agrees that the maximum amount it shall, and shall be entitled to, claim and recover as damages and other losses pursuant to this Section 6.4 5.4 from another Investor (the “Advantaged Investor”) is: (x) one hundred fifty percent (150%) of the sum of (A) the Original Price (as defined in the Restated Certificate) per share of all the Series B-1 Stock or Series B-2 Stock, as applicable, held by such Investor plus (B) the Dividends (as defined in the Restated Certificate) accrued and unpaid thereon, whether or not declared, through the date such Investor brings its claim against the Advantaged Investor; minus (y) any amounts such Investor (or its affiliates) recover from the Advantaged Investor with respect to its (or their) claim pursuant to Section 6.2(b5.2(b). For the avoidance of doubt, the immediately preceding sentence does not limit any Investor’s ability to claim and recover against the Company pursuant to this Section 6.4. Article 75.4.
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