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

Independent Nature of Holders’ Obligations and Rights. If and to the extent there is more than one Holder under this Agreement, the obligations of each Holder hereunder shall be several and not joint with the obligations of any other Holder hereunder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder hereunder. Nothing contained herein or in any other agreement or document delivered at any closing, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of group or entity, or create a presumption that the Holders are in any way acting in concert or as a group or entity with respect to such obligations or the transactions contemplated by this Agreement or any other matters, and the Company acknowledges that the Holders are not acting in concert or as a group, and the Company shall not asset any such claim, with respect to such obligations or transactions. Each Holder 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 Holder to be joined as an additional party in any proceeding for such purpose. It is expressly understood and agreed that each provision contained in this Agreement is between the Company and a Holder, solely, and not between the Company and the Holders collectively and not between and among Holders.

Independent Nature of Holders’ Obligations and Rights. If and The Holder who is a party to the extent there is more than one Holder under this Agreement, acknowledges that the Company is entering into substantially identical agreements with other holders of the Company’s Registrable Securities; each such agreement being deemed a separate and independent agreement between the Company and such other Holders, except that each Holder acknowledges and consents to the rights granted to each other Holder under such agreements. The obligations of each Holder hereunder shall be are several and not joint with the obligations of any other Holder hereunder, and no neither Holder shall be responsible in any way for the performance of the obligations of any other Holder hereunder. Nothing contained herein or in any other agreement or document delivered at any closing, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of group or entity, or create a presumption that the Holders are in any way acting in concert or as a group or entity with respect to such obligations or the transactions contemplated by this Agreement or any other matters, and the Company acknowledges that the Holders are not acting in concert or as a group, and the Company shall not asset any such claim, with respect to such obligations or transactionsAgreement. Each Holder 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 Holder to be joined as an additional party in any proceeding Proceeding for such purpose. It is expressly understood and agreed that each provision contained in this Agreement is between the Company and a Holder, solely, and not between the Company and the Holders collectively and not between and among Holders.

Independent Nature of Holders’ Obligations and Rights. If and to the extent there is more than one Holder under this Agreement, the The obligations of each Holder hereunder shall be are several and not joint with the obligations of any other Holder hereunder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder hereunder. Nothing contained herein or in any other agreement or document delivered at any closing, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of group or entity, or create a presumption that the Holders are in any way acting in concert or as a group or entity with respect to such obligations or the transactions contemplated by this Agreement or any other matters, and the Company acknowledges that the Holders are not acting in concert or as a group, and the Company shall not asset any such claim, with respect to such obligations or transactions. Each Holder 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 Holder to be joined as an additional party in any proceeding for such purpose. It is expressly understood and agreed that each provision contained in this Agreement is between the Company and a Holder, solely, and not between the Company and the Holders collectively and not between and among Holders.******************** (Signature Pages Follow)

Independent Nature of Holders’ Obligations and Rights. If and to The obligations of the extent there is more than one Holder under this Agreement, the obligations of each Holder hereunder shall be Agreement are several and not joint with the obligations of any other Holder hereunderPerson, and no the Holder shall not be responsible in any way for the performance of the obligations of any other Holder hereunderunder any other agreement. Nothing contained herein or in any other agreement or document delivered at any closingagreement, and no action taken by any the Holder pursuant hereto or theretohereto, shall be deemed to constitute the Holders Holder and other Persons as a partnership, an association, a joint venture or any other kind of group or entity, or create a presumption that the Holders Holder and other Persons are in any way acting in concert or as a group or entity with respect to such obligations or the transactions contemplated by this Agreement or any other matters, agreement and the Company acknowledges that that, to the Holders best of its knowledge, the Holder and the other Persons are not acting in concert or as a group, and the Company shall not asset any such claim, group with respect to such obligations or transactionsthe transactions contemplated by this Agreement or any other agreement. Each The Company and the Holder confirm that the Holder has independently participated in the negotiation of the transactions contemplated hereby with the advice of its own counsel and advisors. The Holder 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 Holder Person to be joined as an additional party in any proceeding for such purpose. It is expressly understood and agreed that each provision contained in this Agreement is between the Company and a Holder, solely, and not between the Company and the Holders collectively and not between and among Holders.

Independent Nature of Holders’ Obligations and Rights. If and to the extent there is more than one Holder under this Agreement, the The obligations of each Holder hereunder shall be under this Agreement are several and not joint with the obligations of any other Holder hereunderHolder, and no Holder shall be responsible in any way for the performance of the obligations of any other Holder hereunderunder this Agreement. Nothing contained herein or in any other agreement or document delivered at any closing, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of group or entity, or create a presumption that the Holders are in any way acting in concert or as a group or entity with respect to such obligations or the transactions contemplated by this Agreement or any other matters, and the Company acknowledges that the Holders are not acting in concert or as a group, and the Company shall not asset any such claim, with respect to such obligations or transactions. Each Holder 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 Holder to be joined as an additional party in any proceeding for such purpose. It is expressly understood The use of a single agreement with respect to the obligations of the Company contained herein was solely in the control of the Company, not the action or decision of any Holder, and agreed that each provision contained in this Agreement is between was done solely for the convenience of the Company and a not because it was required or requested to do so by any Holder, solely, and not between the Company and the Holders collectively and not between and among Holders.

Independent Nature of Holders’ Obligations and Rights. If and The Holder who is a party to the extent there is more than one Holder under this Agreement, acknowledges that the Company is entering into identical agreement with other holders of the Company’s Registrable Securities; each such agreement being deemed a separate and independent agreement between the Company and such other Holders, except that each Holder acknowledges and consents to the rights granted to each other Holder under such agreements. The obligations of each Holder hereunder shall be is several and not joint with the obligations of any other Holder hereunder, and no neither Holder shall be responsible in any way for the performance of the obligations of any other Holder hereunder. Nothing contained herein or in any other agreement or document delivered at any closing, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of group or entity, or create a presumption that the Holders are in any way acting in concert or as a group or entity with respect to such obligations or the transactions contemplated by this Agreement or any other matters, and the Company acknowledges that the Holders are not acting in concert or as a group, and the Company shall not asset any such claim, with respect to such obligations or transactionsAgreement. Each Holder 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 Holder to be joined as an additional party in any proceeding for such purpose. It is expressly understood and agreed that each provision contained in this Agreement is between the Company and a Holder, solely, and not between the Company and the Holders collectively and not between and among Holders.

Independent Nature of Holders’ Obligations and Rights. If and to the extent there is more than one Holder under this Agreement, the The obligations of each Holder hereunder shall be under this Agreement and the Voting Agreement (the “Transaction Documents”) are several and not joint with the obligations of any other Holder hereunderHolder, and no Holder shall be responsible in any way for the performance or non-performance of the obligations of any other Holder hereunderunder any Transaction Document. Nothing contained herein or in any other agreement or document delivered at any closingthe Voting Agreement, and no action taken by any Holder pursuant hereto or thereto, shall be deemed to constitute the Holders as a partnership, an association, a joint venture or any other kind of group or entity, or create a presumption that the Holders are in any way acting in concert or as a group or entity with respect to such obligations or the transactions contemplated by this Agreement or any other matters, and the Company acknowledges that the Holders are not acting in concert or as a group, and the Company shall not asset any such claim, with respect to such obligations or transactionsTransaction Documents. Each Holder shall be entitled to independently protect and enforce its rights, including including, without limitation limitation, the rights arising out of this Agreement or in the Voting Agreement, and it shall not be necessary for any other Holder to be joined as an additional party in any action or proceeding for such purpose. The Company has elected to provide all Holders with the same terms for the convenience of the Company and not because it was required or requested to do so by any of the Holder. It is expressly understood and agreed that each provision contained in this Agreement and in each other Transaction Document is between the Company and a Holder, solely, and not between the Company and the Holders collectively and not between and among the Holders.