Common use of Exhibits Incorporated by Reference; Conflicts Clause in Contracts

Exhibits Incorporated by Reference; Conflicts. Each of the exhibits, annexes, signatures pages and schedules attached hereto is expressly incorporated herein and made a part of this Agreement, and all references to this Agreement shall include such exhibits, annexes, and schedules. In the event of any inconsistency between this Agreement (without reference to the exhibits (other than Exhibit B, the Investment Agreement), annexes, and schedules hereto) and the exhibits, annexes, and schedules hereto, this Agreement (without reference to the exhibits, annexes, and schedules thereto) shall govern; provided, however, that, notwithstanding the foregoing, for the avoidance of doubt nothing herein is intended to, and nothing herein shall, affect or modify the rights and obligations of the relevant Company Parties and the Commitment Parties under the Investment Agreement. Further, each of the Commitment Parties’ obligations to fund the Debt Commitment and/or Equity Commitment (as applicable, and as defined in the Investment Agreement) shall be subject solely to the terms and conditions of the Investment Agreement.

Exhibits Incorporated by Reference; Conflicts. Each of the exhibits, annexes, signatures pages pages, and schedules attached hereto is expressly incorporated herein and made a part of this Agreement, and all references to this Agreement shall include such exhibits, annexes, and schedules, including the Offering Memorandum. In Subject to Section 4, in the event of any inconsistency between this Agreement (without reference to the exhibits (Offering Memorandum or the other than Exhibit B, the Investment Agreement)exhibits, annexes, and schedules hereto) and the exhibits, annexes, and schedules hereto, the exhibits, annexes, and schedules thereto (including the Offering Memorandum) shall govern; provided that, nothing in the Offering Memorandum shall or shall be construed to modify the rights of the Supporting Noteholders under this Agreement (without reference to the Offering Memorandum or the other exhibits, annexes, and schedules thereto) shall governhereto), including, without limitation, any consent, termination or indemnification rights of any Supporting Noteholder; provided, howeverfurther, that, notwithstanding that in the foregoing, for event of any inconsistency between the avoidance of doubt nothing herein is intended to, Offering Memorandum and nothing herein shall, affect or modify the rights and obligations any of the relevant Company Parties and Definitive Documents, the Commitment Parties under the Investment Agreement. Further, each of the Commitment Parties’ obligations to fund the Debt Commitment and/or Equity Commitment (as applicable, and as defined in the Investment Agreement) applicable Definitive Document shall be subject solely to the terms and conditions of the Investment Agreementgovern.