Common use of Electronic Execution; Electronic Records; Counterparts Clause in Contracts

Electronic Execution; Electronic Records; Counterparts. This Amendment Agreement and any document, amendment, approval, consent, information, notice, certificate, request, statement, disclosure or authorization related to this Agreement (each a “Communication”), including Communications required to be in writing, may, if agreed by the Administrative Agent, be in the form of an Electronic Record and may be executed using Electronic Signatures, including, without limitation, facsimile and/or .pdf and shall be considered an original, and shall have the same legal effect, validity and enforceability as a paper record. This Amendment Agreement may be executed in as many counterparts as necessary or convenient, including both paper and electronic counterparts, but all such counterparts are one and the same Amendment Agreement. For the avoidance of doubt, the authorization under this paragraph may include, without limitation, use or acceptance by the Administrative Agent of a manually signed paper Communication which has been converted into electronic form (such as scanned into PDF format), or an electronically signed Communication converted into another format, for transmission, delivery and/or retention. Notwithstanding anything contained herein to the contrary, the Administrative Agent is under no obligation to accept an Electronic Signature in any form or in any format unless expressly agreed to by the Administrative Agent pursuant to procedures approved by it; provided, further, without limiting the foregoing, (a) to the extent the Administrative Agent has agreed to accept such Electronic Signature, the Administrative Agent shall be entitled to rely on any such Electronic Signature without further verification and (b) upon the request of the Administrative Agent any Electronic Signature shall be promptly followed by a

Electronic Execution; Electronic Records; Counterparts. This Amendment Agreement may be executed in multiple counterparts and any documentby different parties hereto in separate counterparts, amendmentall of which, approvaltaken together, consent, information, notice, certificate, request, statement, disclosure shall constitute an original. Delivery of an executed counterpart of a signature page of this Amendment by facsimile transmission or authorization related to this Agreement electronic transmission (each in .pdf) will be effective as delivery of a “Communication”), including Communications required to be in writing, may, if agreed by the Administrative Agent, manually executed counterpart hereof. This Amendment may be in the form of an Electronic Record and may be executed using Electronic Signatures, including, without limitation, Signatures (including facsimile and/or .pdf and .pdf) and shall be considered an original, and shall have the same legal effect, validity and enforceability as a paper record. This Amendment Agreement may be executed in as many counterparts as necessary or convenient, including both paper and electronic counterparts, but all such counterparts are one and the same Amendment Agreement. For the avoidance of doubt, the authorization under this paragraph Section 3.2 may include, without limitation, include use or acceptance by the Administrative Agent Agents of a manually signed paper Communication communication which has been converted into electronic form (such as scanned into PDF format“.pdf”), or an electronically signed Communication communication converted into another format, for transmission, delivery and/or retention. Notwithstanding anything contained herein to the contrary, the Administrative Agent is Agents are not under no any obligation to accept an Electronic Signature in any form or in any format unless expressly agreed to by the Administrative Agent Agents pursuant to procedures approved by itthem; provided, furtherthat, without limiting the foregoing, (a) to the extent the Administrative Agent has Agents have agreed to accept such Electronic Signature, the Administrative Agent Agents shall be entitled to rely on any such Electronic Signature purportedly given by or on behalf of any Loan Party, any Lender, L/C Issuer, or the Swing Line Lender without further verification verification, and (b) upon the request of the Administrative Agent any Agent, any Electronic Signature shall be promptly followed by aa manually executed, original counterpart.

Electronic Execution; Electronic Records; Counterparts. This Amendment Agreement and any document, amendment, approval, consent, information, notice, certificate, request, statement, disclosure or authorization related to this Agreement (each a “Communication”), including Communications required to be in writing, may, if agreed by the Administrative Agent, be in the form of an Electronic Record and may be executed using Electronic Signatures, including, without limitation, facsimile and/or .pdf and shall be considered an original, and shall have the same legal effect, validity and enforceability as a paper record. This Amendment Agreement may be executed in as many counterparts as necessary or convenient, including both paper and electronic counterparts, but all such counterparts are one and the same Amendment Agreement. For the avoidance of doubt, the authorization under this paragraph may include, without limitation, use or acceptance by the Administrative Agent of a manually signed paper Communication which has been converted into electronic form (such as scanned into PDF format), or an electronically signed Communication converted into another format, for transmission, delivery and/or retention. Notwithstanding anything contained herein to the contrary, the Administrative Agent is under no obligation to accept an Electronic Signature in any form or in any format unless expressly agreed to by the Administrative Agent pursuant to procedures approved by it; provided, further, without limiting the foregoing, (a) to the extent the Administrative Agent has agreed to accept such Electronic Signature, the Administrative Agent shall be entitled to rely on any such Electronic Signature without further verification and (b) upon the request of the Administrative Agent any Electronic Signature shall be promptly followed by aa manually executed, original counterpart. For purposes hereof, “Electronic Record” and “Electronic Signature” shall have the meanings assigned to them, respectively, by 15 USC §7006, as it may be amended from time to time.

Electronic Execution; Electronic Records; Counterparts. This Amendment Agreement may be executed in multiple counterparts and any documentby different parties hereto in separate counterparts, amendmentall of which, approvaltaken together, consent, information, notice, certificate, request, statement, disclosure shall constitute an original. Delivery of an executed counterpart of a signature page of this Amendment by facsimile transmission or authorization related to this Agreement electronic transmission (each in .pdf) will be effective as delivery of a “Communication”), including Communications required to be in writing, may, if agreed by the Administrative Agent, manually executed counterpart hereof. This Amendment may be in the form of an Electronic Record and may be executed using Electronic Signatures, including, without limitation, Signatures (including facsimile and/or .pdf and .pdf) and shall be considered an original, and shall have the same legal effect, validity and enforceability as a paper record. This Amendment Agreement may be executed in as many counterparts as necessary or convenient, including both paper and electronic counterparts, but all such counterparts are one and the same Amendment Agreement. For the avoidance of doubt, the authorization under this paragraph Section 3.2 may include, without limitation, include use or acceptance by the Administrative Agent Agents of a manually signed paper Communication communication which has been converted into electronic form (such as scanned into PDF format“.pdf”), or an electronically signed Communication communication converted into another format, for transmission, delivery and/or retention. Notwithstanding anything contained herein to the contrary, the Administrative Agent is Agents are not under no any obligation to accept an Electronic Signature in any form or in any format unless expressly agreed to by the Administrative Agent Agents pursuant to procedures approved by itthem; provided, furtherthat, without limiting the foregoing, (a) to the extent the Administrative Agent has Agents have agreed to accept such Electronic Signature, the Administrative Agent Agents shall be entitled to rely on any such Electronic Signature purportedly given by or on behalf of any Loan Party, any Lender, L/C Issuer, or the Swing Line Lender without further verification verification, and (b) upon the request of the Administrative Agent any Agent, any Electronic Signature shall be promptly followed by aa manually executed, original counterpart. 13412502v4

Electronic Execution; Electronic Records; Counterparts. This Amendment Agreement may be executed in multiple counterparts and any documentby different parties hereto in separate counterparts, amendmentall of which, approvaltaken together, consent, information, notice, certificate, request, statement, disclosure shall constitute an original. Delivery of an executed counterpart of a signature page of this Amendment by facsimile transmission or authorization related to this Agreement electronic transmission (each in .pdf) will be effective as delivery of a “Communication”), including Communications required to be in writing, may, if agreed by the Administrative Agent, manually executed counterpart hereof. This Amendment may be in the form of an Electronic Record and may be executed using Electronic Signatures, including, without limitation, Signatures (including facsimile and/or .pdf and .pdf) and shall be considered an original, and shall have the same legal effect, validity and enforceability as a paper record. This Amendment Agreement may be executed in as many counterparts as necessary or convenient, including both paper and electronic counterparts, but all such counterparts are one and the same Amendment Agreement. For the avoidance of doubt, the authorization under this paragraph Section 11 may include, without limitation, include use or acceptance by the Administrative Agent of a manually signed paper Communication communication which has been converted into electronic form (such as scanned into PDF format“.pdf”), or an electronically signed Communication communication converted into another format, for transmission, delivery and/or retention. Notwithstanding anything contained herein to the contrary, the Administrative Agent is not under no any obligation to accept an Electronic Signature in any form or in any format unless expressly agreed to by the Administrative Agent pursuant to procedures approved by it; provided, furtherthat, without limiting the foregoing, (a) to the extent the Administrative Agent has agreed to accept such Electronic Signature, the Administrative Agent shall be entitled to rely on any such Electronic Signature purportedly given by or on behalf of any Loan Party (including any New Loan Party), any Lender, any L/C Issuer, or the Swing Line Lender without further verification verification, and (b) upon the request of the Administrative Agent Agent, any Electronic Signature shall be promptly followed by aa manually executed, original counterpart.

Electronic Execution; Electronic Records; Counterparts. This Amendment Agreement may be executed in multiple counterparts and any documentby different parties hereto in separate counterparts, amendmentall of which, approvaltaken together, consent, information, notice, certificate, request, statement, disclosure or authorization related to shall constitute an original. Delivery of an executed counterpart of a signature page of this Agreement by facsimile transmission or electronic transmission (each in .pdf) will be effective as delivery of a “Communication”), including Communications required to be in writing, may, if agreed by the Administrative Agent, manually executed counterpart hereof. This Agreement may be in the form of an Electronic Record and may be executed using Electronic Signatures, including, without limitation, Signatures (including facsimile and/or .pdf and .pdf) and shall be considered an original, and shall have the same legal effect, validity and enforceability as a paper record. This Amendment Agreement may be executed in as many counterparts as necessary or convenient, including both paper and electronic counterparts, but all such counterparts are one and the same Amendment Agreement. For the avoidance of doubt, the authorization under this paragraph Section 7 may include, without limitation, include use or acceptance by the Administrative Agent of a manually signed paper Communication communication which has been converted into electronic form (such as scanned into PDF format“.pdf”), or an electronically signed Communication communication converted into another format, for transmission, delivery and/or retention. Notwithstanding anything contained herein to the contrary, the Administrative Agent is not under no any obligation to accept an Electronic Signature in any form or in any format unless expressly agreed to by the Administrative Agent pursuant to procedures approved by it; provided, furtherthat, without limiting the foregoing, (a) to the extent the Administrative Agent has agreed to accept such Electronic Signature, the Administrative Agent shall be entitled to rely on any such Electronic Signature purportedly given by or on behalf of any Borrower (including Additional Borrower), any Lender, any Issuing Lender, or the Swing Line Lender without further verification verification, and (b) upon the request of the Administrative Agent Agent, any Electronic Signature shall be promptly followed by aa manually executed, original counterpart.

Electronic Execution; Electronic Records; Counterparts. This Amendment Agreement may be executed in multiple counterparts and any documentby different parties hereto in separate counterparts, amendmentall of which, approvaltaken together, consent, information, notice, certificate, request, statement, disclosure shall constitute an original. Delivery of an executed counterpart of a signature page of this Amendment by facsimile transmission or authorization related to this Agreement electronic transmission (each in .pdf) will be effective as delivery of a “Communication”), including Communications required to be in writing, may, if agreed by the Administrative Agent, manually executed counterpart hereof. This Amendment may be in the form of an Electronic Record and may be executed using Electronic Signatures, including, without limitation, Signatures (including facsimile and/or .pdf and .pdf) and shall be considered an original, and shall have the same legal effect, validity and enforceability as a paper record. This Amendment Agreement may be executed in as many counterparts as necessary or convenient, including both paper and electronic counterparts, but all such counterparts are one and the same Amendment Agreement. For the avoidance of doubt, the authorization under this paragraph Section 5(b) may include, without limitation, include use or acceptance by the Administrative Agent Agents of a manually signed paper Communication communication which has been converted into electronic form (such as scanned into PDF format“.pdf”), or an electronically signed Communication communication converted into another format, for transmission, delivery and/or retention. Notwithstanding anything contained herein to the contrary, the Administrative Agent is Agents are not under no any obligation to accept an Electronic Signature in any form or in any format unless expressly agreed to by the Administrative Agent Agents pursuant to procedures approved by itthem; provided, furtherthat, without limiting the foregoing, (a) to the extent the Administrative Agent has Agents have agreed to accept such Electronic Signature, the Administrative Agent Agents shall be entitled to rely on any such Electronic Signature purportedly given by or on behalf of any Loan Party, any Lender, L/C Issuer, or the Swing Line Lender without further verification verification, and (b) upon the request of the Administrative Agent any Agent, any Electronic Signature shall be promptly followed by aa manually executed, original counterpart.