Common use of Severability Clause in Contracts

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be that is valid and enforceable.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A Form of Warrant Certificate Exhibit B Legend — Private Placement Warrants

Severability. This Letter Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Letter Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Letter Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and so as to be valid and enforceable.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A — Form of Warrant Certificate Exhibit B Legend — Private Placement Warrants

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A – Form of Warrant Certificate Exhibit B – Legend

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. [Signature Page Follows]

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A — Form of Warrant Certificate Exhibit B — Legend

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A Form of Warrant Certificate Exhibit B Legend

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A Form of Warrant Certificate Exhibit B Legend — Sponsor’s Warrants

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A Form of Warrant Certificate Exhibit B Legend – Private Placement Warrants

Severability. This Right Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Right Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Right Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A — Form of Warrant Certificate

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Warrant Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.

Severability. This Agreement shall be deemed severable, and ; the invalidity or unenforceability of any term or provision hereof of this Agreement shall not affect the validity or enforceability of the balance of this Agreement or of any other term or provision hereof, which shall remain in full force and effect. Furthermore, in lieu If any of any such the provisions hereof are determined to be invalid or unenforceable term or provisionunenforceable, the parties hereto intend that there shall be added as a part of negotiate in good faith to modify this Agreement a provision so as similar in terms to such invalid or unenforceable provision effect the original intent of the parties as may be possible and be valid and enforceableclosely as possible.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A – Form of Warrant Certificate

Severability. This Agreement shall be deemed severable, and a determination by a court or other legal authority that any provision that is not of the invalidity or unenforceability essence of any term or provision hereof this Agreement is legally invalid shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, the parties shall cooperate in lieu of good faith to substitute (or cause such court or other legal authority to substitute) for any such provision so held to be invalid or unenforceable term or a valid provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar alike in terms substance to such invalid or unenforceable provision as may be possible and be valid and enforceable.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A Form of Warrant Certificate Exhibit B Legend — Placement Warrants and Loan Warrants

Severability. This If any provision of this Agreement is or becomes invalid, unenforceable or illegal by a judgement or decision of any court of competent jurisdiction or any Competent Authority to which it is subject or by order of the relevant body of the European Union, the same shall be deemed severable, severable and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability remainder of this Agreement or of any other term or provision hereofshall remain in full force and effect. Furthermore, in lieu of In any such invalid or unenforceable term or provisioncase, the parties hereto intend that there shall Parties will negotiate in good faith with a view to agreeing one or more provisions which may be added as a part of this Agreement a provision as similar in terms to substituted for such invalid or unenforceable provision in order to give effect, so far as may be possible and be valid and enforceablepracticable, to the spirit of this Agreement.

Severability. This The provisions of this Agreement shall be deemed severable, and the invalidity or unenforceability of any term one or provision more of the provisions hereof shall not affect the validity or enforceability of any other provision. In the event any clause of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provisionis deemed to be invalid, the parties hereto intend shall endeavor to modify that there shall be added as clause in a part manner which carries out the intent of the parties in executing this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceableAgreement.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A – Form of Warrant Certificate Exhibit B – Legend [Signature Page Follows]

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A – Legend Exhibit B – Form of Warrant Certificate

Severability. This The provisions of this Agreement shall be deemed severable, and the invalidity or unenforceability of . If any term or provision hereof shall not affect the validity or enforceability of this Agreement is determined to be illegal, invalid or unenforceable in any situation: (i) the parties hereto shall agree to a suitable and equitable provision to be substituted therefor in order to carry out, so far as may be valid and enforceable, the intent and purpose of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, ; and (ii) the parties hereto intend that there shall be added as a part remainder of this Agreement a shall remain in full force and effect, and the application of such provision as similar in terms to such invalid or unenforceable provision as may any other situation shall not be possible and be valid and enforceableaffected.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A Legend Exhibit B Form of Warrant Certificate

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties Parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.

Severability. This The provisions of this Agreement shall be deemed severable, and the invalidity or unenforceability of any term one or provision more of the provisions hereof shall not affect the validity or enforceability of any other provision. In the event any clause of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provisionis deemed to be invalid, the parties hereto intend shall endeavor to modify that there shall be added as clause in a part manner which carries out the intent of the parities in executing this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceableAgreement.

Severability. This Agreement shall be deemed severable, and ; the invalidity or unenforceability of any term or provision hereof of this Agreement shall not affect the validity or enforceability of the balance of this Agreement or of any other term or provision hereof, which shall remain in full force and effect. Furthermore, in lieu If of any such of the provisions hereof are determined to be invalid or unenforceable term or provisionunenforceable, the parties hereto intend that there shall be added as a part of negotiate in good faith to modify this Agreement a provision so as similar in terms to such invalid or unenforceable provision effect the original intent of the parties as may be possible and be valid and enforceableclosely as possible.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A - Form of Warrant Certificate

Severability. This Agreement shall will be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall will not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto Parties intend that there shall be added as a part of this Agreement a valid and enforceable provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceablepossible.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A Form of Warrant Certificate

Severability. This Agreement shall be deemed severable; the invalidity, and the invalidity illegality or unenforceability of any term or provision hereof of this Agreement shall not affect the validity validity, legality or enforceability of the balance of this Agreement or of any other term hereof, which shall remain in full force and effect. If any of the provisions hereof are determined to be invalid, illegal or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provisionunenforceable, the parties hereto intend that there shall be added as a part of negotiate in good faith to modify this Agreement a provision so as similar in terms to such invalid or unenforceable provision effect the original intent of the parties as may be possible and be valid and enforceableclosely as possible.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto Parties intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be that is valid and enforceable.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A Form of Warrant Certificate Exhibit B Legend—Private Placement Warrants

Severability. This If one or more of the provisions of this Agreement is subsequently declared invalid or unenforceable, this Agreement shall be deemed severabletreated as though that provision were not in this Agreement, and the invalidity or unenforceability of any term or provision hereof this shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part remaining provisions of this Agreement a provision as similar in terms to such invalid (unless those provisions that are invalidated or unenforceable provision are clearly material and inseparable from the other provisions). The Agreement as may modified shall be possible applied and be valid construed to reflect substantially the good faith intent of the Parties and enforceableto achieve the economic effects originally intended by the terms hereof.

Severability. This Agreement shall will be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall will not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a valid and enforceable provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceablepossible.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A: Legend — Private Placement Warrants Exhibit B: Form of Warrant Certificate

Severability. This If any provision of this Agreement is invalid, unenforceable or prohibited by Applicable Law, this Agreement shall be deemed severableconsidered divisible as to such provision and such provision shall be inoperative and shall not be part of the consideration moving from either Party hereto to the other, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability remainder of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added valid, binding and of like effect as a part of this Agreement a though such provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceablewas not included herein.

Severability. This The provisions of this Agreement shall be deemed severable, severable and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of the provisions hereof and the remaining provisions of this Agreement shall remain in full force and effect. If any provision or term of any other this Agreement is susceptible to two or more constructions or interpretations, one or more of which would render the provision or term void or unenforceable, the parties agree that a construction or interpretation which renders the term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there valid shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceablefavored.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A – Form of Warrant Certificate Exhibit B – Legend Private Placement Warrants

Severability. This Agreement shall be deemed severable, and ; the invalidity or unenforceability of any term or provision hereof of this Agreement shall not affect the validity or enforceability of the balance of this Agreement or of any other term or provision hereof, which shall remain in full force and effect. Furthermore, in lieu If any of any such the provisions hereof are determined to be invalid or unenforceable term or provisionunenforceable, the parties hereto intend that there shall be added as a part of negotiate in good faith to modify this Agreement a provision so as similar in terms to such invalid or unenforceable provision effect the original intent of the parties as may be possible and be valid and enforceableclosely as possible.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there Parties shall be added as a part of negotiate in good faith to modify this Agreement to include a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties Parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and so as to be valid and enforceable.

Severability. This Agreement shall will be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall will not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a valid and enforceable provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceablepossible.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A - Form of Warrant Certificate Exhibit B - Legend

Severability. This Agreement shall be deemed severablesubject to all present and future applicable federal, state and the invalidity or unenforceability local laws and rules and regulations of governmental authority that are not subject to collective bargaining. Should any term or provision hereof shall not affect the validity or enforceability part of this Agreement or any provisions contained herein be judicially determined to be contrary to law, such invalidation of any other term such part or provision hereofshall not invalidate the remaining portions hereof and they shall remain in full force and effect. FurthermoreIn such event, in lieu upon the request of any such invalid or unenforceable term or provisioneither party, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms meet promptly and negotiate with respect to such substitute provisions for those provisions rendered or declared unlawful, invalid or unenforceable provision as may be possible and be valid and enforceableunenforceable.

Severability. This Each provision of this Agreement shall be deemed considered severable. If for any reason any provisions herein are determined to be invalid or unenforceable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, shall be construed in lieu of any all respects as though such invalid or unenforceable term provisions were omitted, and such invalidity or provisionunenforceability shall not impair or otherwise affect the validity of the other provisions of this Agreement. Moreover, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms agree to replace such invalid or unenforceable provision as may be possible and be valid and enforceablewith a substitute provision that will correspond to the original intent of the parties.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any Any term or provision hereof shall of this Agreement that is invalid or unenforceable in any situation in any jurisdiction will not affect the validity or enforceability of this Agreement the remaining terms and provisions hereof or the validity or enforceability of any other the offending term or provision hereofin any other situation or in any other jurisdiction. FurthermoreIn the event that any provision hereof would, in lieu of any such under applicable Legal Requirements, be invalid or unenforceable term in any respect, each Party hereto intends that such provision will be construed by modifying or provision, the parties hereto intend that there shall be added limiting it so as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceableenforceable to the maximum extent compatible with, and possible under, applicable Legal Requirements.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto Parties intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable, so as to effect the original intent of the Parties to the greatest extent possible.

Severability. This If any provision of this Agreement otherwise is deemed to be invalid or unenforceable or is prohibited by the laws of the state or jurisdiction where it is to be performed, this Agreement shall be deemed severableconsidered divisible as to such provision, such provision shall be replaced by a provision that is valid and enforceable and that as closely as possible reflects the invalidity parties’ intent with respect to such provision and such provision shall be inoperative in such state or unenforceability of any term or provision hereof jurisdiction and shall not affect be part of the validity or enforceability consideration moving from any of the parties to any other. The remaining provisions of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceablebinding and of like effect as though such provision was not included.

Severability. This If any provision of this Agreement otherwise is deemed to be invalid or unenforceable or is prohibited by the laws of the state or jurisdiction where it is to be performed, this Agreement shall be deemed severableconsidered divisible as to such provision, such provision shall be replaced by a provision that is valid and enforceable and that as closely as possible reflects the invalidity parties' intent with respect to such provision and such provision shall be inoperative in such state or unenforceability of any term or provision hereof jurisdiction and shall not affect be part of the validity or enforceability consideration moving from any of the parties to any other. The remaining provisions of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceablebinding and of like effect as though such provision was not included.

Severability. This Agreement shall be deemed severableIt is further agreed and understood by the parties that if any part, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement should be unenforceable, invalid, or of illegal under any other applicable law or rule, the offending term or provision hereof. Furthermore, in lieu will be struck and the remaining provisions of any such invalid the Agreement will not be affected or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceableimpaired thereby.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, if any term or provision hereof shall be deemed to be invalid or unenforceable, the parties hereto shall mutually agree upon an amendment to this Agreement to include a term or provision as similar in lieu of any purpose to such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be reasonably possible and be which term or provision is valid and enforceable.

Severability. This The provisions of this Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision one ore more of the provisions hereof shall not affect the validity or enforceability of any other provision. In the event any clause of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provisionis deemed to be invalid, the parties hereto intend shall endeavor to modify that there shall be added as clause in a part manner which carries out the intent of the parities in executing this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceableAgreement.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any specific term or provision hereof of this Agreement shall not affect the validity or enforceability of this Agreement or of any other term or provision hereofof this Agreement. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there Parties shall be added as a part of negotiate in good faith to modify this Agreement to include a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable, so as to effect the original intent of the parties to the greatest extent possible.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A—Form of Warrant Certificate Exhibit B Legend—Private Placement Warrants

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof of this Agreement shall not affect the validity or enforceability of this Agreement or of any other term or provision hereofof this Agreement. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A — Form of Warrant Certificate Exhibit B — Legend — Private Placement Warrants

Severability. This The parties hereto agree that if any of the provisions contained in the Agreement shall be determined invalid, unlawful or unenforceable to any extent, such provisions shall be deemed modified to the extent necessary to render such provisions enforceable. The parties hereto further agree that this Agreement shall be deemed severable, and the invalidity invalidity, unlawfulness or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto Parties intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A Form of Warrant Certificate Exhibit B Legend — Private Warrants

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A Form of Warrant Certificate Exhibit B Legend - Private Placement Warrants

Severability. This Agreement shall be deemed severableIf any provision of this Agreement, or the application thereof to any Person or circumstance, is held invalid or unenforceable, the remainder of this Agreement, and the invalidity application of such provision to other Persons or unenforceability of any term or provision hereof circumstances shall not affect be affected thereby, and to such end, the validity or enforceability provisions of this Agreement or of are agreed to be severable. Upon such determination that any other term or provision hereof. Furthermore, in lieu of any such is invalid or unenforceable term or provisionunenforceable, the parties hereto intend that there shall be added as a part of negotiate in good faith to modify this Agreement so as to effect the original intent of the parties hereto as closely as possible in a provision as similar in terms manner acceptable to such invalid or unenforceable provision as may be possible and be valid and enforceableall parties hereto.

Severability. This Agreement shall be deemed severable, and ; the invalidity or unenforceability of any term or provision hereof of this Agreement shall not affect the validity or enforceability of the balance of this Agreement or of any other term or provision hereof, which shall remain in full force and effect. Furthermore, in lieu If any of any such the provisions hereof are determined to be invalid or unenforceable term or provisionunenforceable, the parties hereto intend that there shall be added as a part of negotiate in good faith to modify this Agreement a provision so as similar in terms to such invalid or unenforceable provision affect the original intent of the parties as may be possible and be valid and enforceableclosely as possible.

Severability. This The provisions of this Agreement shall be deemed severable, severable and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of the other provisions hereof. Upon any other determination that any term or other provision hereof. Furthermoreof this Agreement, in lieu of or the application thereof to any such invalid Person or unenforceable term any circumstance, is invalid, illegal or provisionunenforceable, the parties hereto intend that there shall be added as a part of negotiate in good faith to modify this Agreement a provision so as similar to effect the original intent of the parties as closely as possible in terms an acceptable manner to such invalid or unenforceable provision as may be possible and be valid and enforceablethe end that transactions contemplated hereby are fulfilled to the extent possible.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A Form of Warrant Certificate Exhibit B Legend — Warrants

Severability. This If any provision of this Agreement is invalid, illegal, or unenforceable under any applicable statute or rule of law, the provision shall be deemed omitted to the extent that it is invalid, illegal, or unenforceable. In such a case, the remainder of the Agreement shall be deemed severable, and construed in a manner as to give greatest effect to the invalidity or unenforceability original intention of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceablehereto.

Severability. This Agreement Amendment shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A Legend — Private Placement Warrants Exhibit B Form of Warrant Certificate

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable, so as to effect the original intent of the parties to the greatest extent possible.

Severability. This If any provision of this Agreement shall is determined to be deemed severableillegal, and the invalid or unenforceable, such illegality, invalidity or unenforceability shall have no effect on the other provisions of this Agreement, which shall remain valid, operative and enforceable. Upon any such determination that any term or other provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermoreis illegal, in lieu of any such invalid or unenforceable term or provisionunenforceable, the parties hereto intend that there shall be added as a part of will negotiate in good faith to modify this Agreement a provision so as similar in terms to such invalid or unenforceable provision affect the original intent of the parties as may be possible and be valid and enforceableclosely as possible.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any Any term or provision hereof of this Agreement that is invalid or unenforceable in any situation in any jurisdiction shall not affect the validity or enforceability of this Agreement the remaining terms and provisions hereof or the validity or enforceability of any other the offending term or provision hereofin any other situation or in any other jurisdiction. Furthermore, in lieu of any The parties further agree to replace such invalid void or unenforceable term or provision, the parties hereto intend that there shall be added as a part provision of this Agreement with a valid and enforceable provision as similar in terms that shall achieve, to such invalid the extent possible, the economic, business and other purposes of the void or unenforceable provision as may be possible and be valid and enforceableprovisions.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be that is also valid and enforceable.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A Form of Warrant Certificate Exhibit B Legend Private Placement Warrants

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. METAL SKY STAR ACQUISITION CORPORATION WARRANT AGREEMENT SIGNATURE PAGE

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. [Signature Page Appears Next]

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A Form of Warrant Certificate Exhibit B Legend — Placement Warrants

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A — Form of Warrant Certificate [Signature Page Follows]

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. ​

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of If any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such shall be determined to be invalid or unenforceable term or provisionunder Applicable Law, such provision shall be deemed severed from this Agreement, and a reasonable valid provision to be mutually agreed upon shall be substituted. In the event that no reasonable valid provision can be so substituted, the parties hereto intend that there shall be added as a part remaining provisions of this Agreement shall remain in full force and effect, and shall be construed and interpreted in a provision manner that corresponds as similar far as possible with the intentions of the Parties as expressed in terms to such invalid or unenforceable provision as may be possible and be valid and enforceablethis Agreement.

Severability. This Agreement shall be deemed severable, and a determination by a court or other legal authority that any provision that is not of the invalidity or unenforceability essence of any term or provision hereof this Agreement is legally invalid shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, the Parties shall cooperate in lieu of good faith to substitute (or cause such court or other legal authority to substitute) for any such provision so held to be invalid or unenforceable term or a valid provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar alike in terms substance to such invalid or unenforceable provision as may be possible and be valid and enforceable.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A: Form of Warrant Certificate

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable. [Remainder of page intentionally left blank.]

Severability. This The terms and provisions of this Agreement shall be deemed severable, and severable in the invalidity or unenforceability event that a Court of competent jurisdiction rules that any term or provision hereof shall not affect is either unenforceable or invalid. Each Party agrees that the validity unenforceability or enforceability invalidity of any one or more of the terms or provisions of this Agreement shall not render any of the other terms or of any other provisions hereof unenforceable or invalid and that this Agreement shall be construed as if such unenforceable or invalid term or provision hereof. Furthermorewas, in lieu to the extent of any such invalid unenforceability or unenforceable term or provisioninvalidity, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceablenot contained herein.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereofhereof or thereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of this Agreement or any other term or provision condition hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend agree that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. GENESIS UNICORN CAPITAL CORP. WARRANT AGREEMENT SIGNATURE PAGE

Severability. This Agreement shall be deemed ------------ severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A—Form of Warrant Certificate

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision provisions hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision provisions as may be possible and be valid and enforceable.

Severability. This If any provision of this Agreement is deemed to be unenforceable or invalid, then that provision shall be deemed severed from this Agreement and the rest of this Agreement shall be deemed severable, and binding upon the invalidity or unenforceability parties. The parties will use their best efforts to agree upon any changes in this Agreement which may be necessary in order to adjust its remaining provisions with regard to the omission of any invalid term or provision hereof shall not affect the validity or enforceability of in order to make this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceableworkable.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A Form of Warrant Certificate Exhibit B Legend —Private Placement Warrants

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be possible, valid and enforceable.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and to be valid and enforceable.

Severability. This Any term or provision of this Agreement that is held to be invalid or unenforceable in a court of competent jurisdiction shall be deemed severable, and ineffective to the extent of such invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such without rendering invalid or unenforceable term or provisionthe remaining terms and provisions of this Agreement. Upon such a determination, the parties hereto intend shall negotiate in good faith to modify this Agreement so as to effect the original intent of the parties hereto as closely as possible in an acceptable manner in order that there shall be added the transactions contemplated hereby are consummated as a part originally contemplated to the fullest extent possible. If any provision of this Agreement a is so broad as to be unenforceable, such provision shall be interpreted to be only so broad as similar in terms to such invalid or unenforceable provision as may be possible and be valid and is enforceable.

Severability. This Agreement shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.. Exhibit A - Legend Exhibit B - Form of Warrant Certificate

Severability. This Agreement shall be deemed severable, ------------ and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.