Pozen Title: Senior Vice President Fidelity Management & Research Company By: /s/Robert C.
For clarification purposes, this provision constitutes a separate right granted to each of Purchaser and the Investors in their own respective right by Tribute and Pozen and negotiated separately by each of them in their own respective right, and is intended for Tribute and Pozen to treat Purchaser and the Investors as a class and shall not in any way be construed as such persons acting jointly or in concert or as a group with respect to the purchase, disposition or voting of Shares or otherwise.
In the event of termination and abandonment by the Company, Tribute, Pozen, Purchaser or any Investor pursuant to Section 7.1, written notice thereof specifying the provision of this Agreement pursuant to which such termination is effected, shall forthwith be given to the other parties hereto, and, solely with respect to a termination by Tribute or Pozen or all of the Co-Investors, this Agreement shall terminate, and the subscription for the Shares hereunder shall be abandoned.
Subject to, and not in limitation of, Section 5.2, each of Tribute and Pozen shall use its respective commercially reasonable efforts to (i) take, or cause to be taken, all actions necessary or appropriate to consummate the transactions contemplated by this Agreement and (ii) cause the fulfillment at the earliest practicable date of all of the conditions to their respective obligations to consummate the transactions contemplated by this Agreement.
In the event of any termination of this Agreement as provided in Section 7.1 by the Company, Tribute or Pozen, or all of the Co-Investors, this Agreement, except for the provisions of Section 5.1(b), this Section 7.3 and ARTICLE VIII, shall terminate and become void and have no effect, without any liability on the part of any party or its directors, officers or stockholders with respect thereto.