Counterparts; Electronic Execution. This Agreement may be executed in any number of counterparts and by different parties on separate counterparts, each of which, when executed and delivered, shall be deemed to be an original, and all of which, when taken together, shall constitute but one and the same Agreement. Execution of any such counterpart may be by means of # an electronic signature that complies with the federal Electronic Signatures in Global and National Commerce Act, as in effect from time to time, state enactments of the Uniform Electronic Transactions Act, as in effect from time to time, or any other relevant and applicable electronic signatures law; # an original manual signature; or # a faxed, scanned, or photocopied manual signature. Each electronic signature or faxed, scanned, or photocopied manual signature shall for all purposes have the same validity, legal effect, and admissibility in evidence as an original manual signature. Agent reserves the right, in its discretion, to accept, deny, or condition acceptance of any electronic signature on this Agreement. Any party delivering an executed counterpart of this Agreement by faxed, scanned or photocopied manual signature shall also deliver an original manually executed counterpart, but the failure to deliver an original manually executed counterpart shall not affect the validity, enforceability and binding effect of this Agreement. The foregoing shall apply to each other Loan Document, and any notice delivered hereunder or thereunder, mutatis mutandis.

Counterparts; Electronic Execution.Signatures. This Agreement may be executed in any number of counterparts and by different parties on separate counterparts, each of which,which shall collectively and separately constitute one agreement. This Agreement shall be valid, binding, and enforceable against a party only when executed and delivered, shall be deemed to bedelivered by an original, and allauthorized individual on behalf of which, when taken together, shall constitute but one and the same Agreement. Execution of any such counterpart may beparty by means of # anany electronic signature that complies withpermitted by the federal Electronic Signatures in Global and National Commerce Act, as in effect from time to time, state enactments of the Uniform Electronic Transactions Act, as in effect from time to time, and/or any other relevant and applicable electronic signatures law;law, including relevant provisions of the Uniform Commercial Code; # an original manual signature; or # a faxed, scanned, or photocopied manual signature. Each electronic signature or faxed, scanned, or photocopied manual signature shall for all purposes have the same validity, legal effect, and admissibility in evidence as an original manual signature. Agent reserves the right, in its discretion,Each party hereto shall be entitled to accept, deny, or condition acceptance ofconclusively rely upon, and shall have no liability with respect to, any electronic signature on this Agreement. Any party delivering an executed counterpart of this Agreement by faxed, scannedscanned, or photocopied manual signaturesignature, or other electronic signature, of any party and shall also deliver anhave no duty to investigate, confirm or otherwise verify the validity or authenticity thereof. For avoidance of doubt, original manually executed counterpart, but the failure to deliver an original manually executed counterpartmanual signatures shall not affect the validity, enforceabilitybe used for execution or indorsement of writings and binding effectauthentication of this Agreement. The foregoing shall apply to each other Loan Document, and any notice delivered hereunderPurchased Notes or thereunder, mutatis mutandis.Purchased Warrants.

Counterparts; Electronic Execution. This Agreement may be executed in any number of counterparts and by different parties on separate counterparts, each of which, when executed and delivered, shall be deemed to be an original, and all of which, when taken together, shall constitute but one and the same Agreement. ExecutionDelivery of any suchan executed counterpart mayof this Agreement by telefacsimile or other electronic method of transmission shall be by meansequally as effective as delivery of # an electronic signature that complies with the federal Electronic Signatures in Global and National Commerce Act, as in effect from time to time, state enactments of the Uniform Electronic Transactions Act, as in effect from time to time, or any other relevant and applicable electronic signatures law; # an original manual signature; or # a faxed, scanned, or photocopied manual signature. Each electronic signature or faxed, scanned, or photocopied manual signature shall for all purposes have the same validity, legal effect, and admissibility in evidence as an original manual signature. Agent reserves the right, in its discretion, to accept, deny, or condition acceptanceexecuted counterpart of any electronic signature on this Agreement. Any party delivering an executed counterpart of this Agreement by faxed, scannedtelefacsimile or photocopied manual signatureother electronic method of transmission also shall also deliver an original manually executed counterpart,counterpart of this Agreement but the failure to deliver an original manually executed counterpart shall not affect the validity, enforceabilityenforceability, and binding effect of this Agreement. The foregoing shall apply to each other Loan Document, and any notice delivered hereunder or thereunder,Document mutatis mutandis.

Counterparts; Electronic Execution. This Agreement and any signed agreement or instrument entered into in connection with this Agreement, and any amendments hereto or thereto, may be executed in any number of counterparts and by different parties on separateone or more counterparts, each of which, when executed and delivered, shall be deemed to be an original, and all of which, when taken together,which shall constitute but one and the same Agreement. Execution of anyinstrument. Any such counterpart may becounterpart, to the extent delivered by means of #a facsimile machine or by .pdf, .tif, .gif, .peg or similar attachment to electronic mail (any such delivery, an electronic signature that complies with the federal Electronic Signatures“Electronic Delivery”) shall be treated in Globalall manner and National Commerce Act,respects as in effect from time to time, state enactments of the Uniform Electronic Transactions Act, as in effect from time to time, or any other relevant and applicable electronic signatures law; # an original manual signature; or # a faxed, scanned, or photocopied manual signature. Each electronic signature or faxed, scanned, or photocopied manual signatureexecuted counterpart and shall for all purposesbe considered to have the same validity,binding legal effect, and admissibilityeffect as if it were the original signed version thereof delivered in evidence as an original manual signature. Agent reservesperson. At the right, in its discretion, to accept, deny, or condition acceptancerequest of any electronic signature on this Agreement. Any party delivering an executed counterpartParty, each other Party shall re-execute the original form of this Agreement by faxed, scanned or photocopied manual signatureand deliver such form to all other Parties. No Party hereto shall also deliver an original manually executed counterpart, butraise the failureuse of Electronic Delivery to deliver an original manually executed counterpart shall not affecta signature or the validity, enforceabilityfact that any signature or agreement or instrument was transmitted or communicated through the use of Electronic Delivery as a defense to the formation of a contract, and binding effecteach such Party forever waives any such defense, except to the extent such defense relates to lack of this Agreement. The foregoing shall apply to each other Loan Document, and any notice delivered hereunder or thereunder, mutatis mutandis.authenticity.

Counterparts; Electronic Execution.Counterparts. This Agreement may be executed in any number of counterparts and by different parties on separate counterparts, each of which, when executed and delivered,which shall be deemed to be an original, andbut all of which, when taken together,which shall together constitute but one and the same Agreement. ExecutionAny signatures delivered by a party by facsimile transmission or by other electronic transmission shall be deemed an original signature hereto. The words “execution,” “signed,” “signature,” and words of like import herein shall be deemed to include electronic signatures or the keeping of records in electronic form, each of which shall be of the same legal effect, validity or enforceability as a manually executed signature or the use of a paper-based recordkeeping system, as the case may be, to the extent and as provided for in any such counterpart may be by means of # an electronic signature that complies withapplicable law, including the federalFederal Electronic Signatures in Global and National Commerce Act, as in effect from time to time,or any state enactments oflaws based on the Uniform Electronic Transactions Act, as in effect from timeAct. No party hereto shall raise the use of a facsimile machine or digital imaging and electronic mail to time, or any other relevant and applicable electronic signatures law; # an original manual signature; or #deliver a faxed, scanned, or photocopied manual signature. Each electronic signature or faxed, scanned,the fact that any signature was transmitted or photocopied manual signature shall for all purposes havecommunicated through the same validity, legal effect,use of a facsimile machine or digital imaging and admissibility in evidenceelectronic mail as an original manual signature. Agent reservesa defense to the right, in its discretion, to accept, deny, or condition acceptanceformation of a contract and each such party forever waives any electronic signature on this Agreement. Any party delivering an executed counterpart of this Agreement by faxed, scanned or photocopied manual signature shall also deliver an original manually executed counterpart, but the failure to deliver an original manually executed counterpart shall not affect the validity, enforceability and binding effect of this Agreement. The foregoing shall apply to each other Loan Document, and any notice delivered hereunder or thereunder, mutatis mutandis.such defense.

Counterparts; Electronic Execution.Section10.10Counterparts. This Agreement may be executed in any number of counterparts and by different parties on separate counterparts,facsimile or other written form of communication, each of which, when executed and delivered,which shall be deemed to be an original,original as against the party whose signature appears thereon, and all of which, when taken together,which shall together constitute but one and the same Agreement. Executioninstrument. This Agreement shall be valid, binding, and enforceable against a party when executed and delivered by an authorized individual on behalf of any such counterpart may bethe party by means of # an original manual signature; # a faxed, scanned, or photocopied manual signature, or # any other electronic signature that complies withpermitted by the federal Electronic Signatures in Global and National Commerce Act, as in effect from time to time, state enactments of the Uniform Electronic Transactions Act, as in effect from time to time, and/or any other relevant and applicable electronic signatures law; # an original manual signature; or # alaw, including any relevant provisions of the UCC (collectively, "Signature Law"), in each case to the extent applicable. Each faxed, scanned, or photocopied manual signature. Eachsignature, or other electronic signature or faxed, scanned, or photocopied manual signaturesignature, shall for all purposes have the same validity, legal effect, and admissibility in evidence as an original manual signature. Agent reserves the right, in its discretion,Each party hereto shall be entitled to accept, deny, or condition acceptance ofconclusively rely upon, and shall have no liability with respect to, any electronic signature on this Agreement. Any party delivering an executed counterpart of this Agreement by faxed, scannedscanned, or photocopied manual signaturesignature, or other electronic signature, of any other party and shall also deliver an original manually executed counterpart, buthave no duty to investigate, confirm or otherwise verify the failure to deliver an original manually executed counterpart shall not affect the validity, enforceability and binding effect of this Agreement. The foregoing shall apply to each other Loan Document, and any notice delivered hereundervalidity or thereunder, mutatis mutandis.authenticity thereof.

Counterparts; Electronic Execution.Counterparts. This Agreement may be executedsigned in any number of counterparts and by different parties on separate counterparts, each of which, whenwhich shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument. Delivery of an executed counterpart of a signature page of this Agreement by facsimile or other electronic transmission will be as effective as delivery of a manually executed counterpart hereof. The words “execution,” “signed,” “signature,” “delivery,” and delivered,words of like import in this Agreement shall be deemed to include electronic signatures or electronic records, each of which shall be an original, and all of which, when taken together, shall constitute but one and the same Agreement. Executionlegal effect, validity or enforceability as a manually executed signature, physical delivery thereof or the use of a paper-based recordkeeping system, as the case may be, to the extent and as provided for in any such counterpart may be by means of # an electronic signature that complies withapplicable law, including the federalFederal Electronic Signatures in Global and National Commerce Act, as in effect from time to time,the New York State Electronic Signatures and Records Act, or any other similar state enactments oflaws based on the Uniform Electronic Transactions Act, as in effect from time to time, or any other relevant and applicable electronic signatures law; # an original manual signature; or # a faxed, scanned, or photocopied manual signature. Each electronic signature or faxed, scanned, or photocopied manual signature shall for all purposes have the same validity, legal effect, and admissibility in evidence as an original manual signature. Agent reserves the right, in its discretion, to accept, deny, or condition acceptance of any electronic signature on this Agreement. Any party delivering an executed counterpart of this Agreement by faxed, scanned or photocopied manual signature shall also deliver an original manually executed counterpart, but the failure to deliver an original manually executed counterpart shall not affect the validity, enforceability and binding effect of this Agreement. The foregoing shall apply to each other Loan Document, and any notice delivered hereunder or thereunder, mutatis mutandis.Act.

Counterparts; Electronic Execution.Counterparts. This Agreement may be executed inby one or more of the parties hereto on any number of counterparts and by different parties on separate counterparts, eachand all of which, when executed and delivered,said counterparts taken together shall be deemed to be an original, and all of which, when taken together, shall constitute but one and the same instrument. Delivery of an executed counterpart of a signature page of this Agreement by telecopy, e-mailed .pdf or any other electronic means that reproduces an image of the actual executed signature page shall be effective as delivery of a manually executed counterpart of this Agreement. ExecutionThe words “execution,” “signed,” “signature,” “delivery,” and words of like import in or relating to any such counterpartdocument to be signed in connection with this Agreement and the transactions contemplated hereby shall be deemed to include Electronic Signatures, deliveries or the keeping of records in electronic form, each of which shall be of the same legal effect, validity or enforceability as a manually executed signature, physical delivery thereof or the use of a paper-based recordkeeping system, as the case may be by means of # an electronic signature that complies withbe, to the federalextent and as provided for in any applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, as in effect from time to time,the New York State Electronic Signatures and Records Act, or any other similar state enactments oflaws based on the Uniform Electronic Transactions Act, as in effect from time to time, or any other relevant and applicable electronic signatures law; # an original manual signature; or # a faxed, scanned, or photocopied manual signature. Each electronic signature or faxed, scanned, or photocopied manual signature shall for all purposes have the same validity, legal effect, and admissibility in evidence as an original manual signature. Agent reserves the right, in its discretion, to accept, deny, or condition acceptance of any electronic signature on this Agreement. Any party delivering an executed counterpart of this Agreement by faxed, scanned or photocopied manual signature shall also deliver an original manually executed counterpart, but the failure to deliver an original manually executed counterpart shall not affect the validity, enforceability and binding effect of this Agreement. The foregoing shall apply to each other Loan Document, and any notice delivered hereunder or thereunder, mutatis mutandis.Act.

Counterparts; Electronic Execution.SECTION # Execution in Counterparts. This Agreement may be executed in any number of counterparts and by different parties onhereto in separate counterparts, each of which,which when so executed and delivered, shall be deemed to be an original,original and all of which, whenwhich taken together,together shall constitute but one and the same agreement. Delivery of an executed counterpart of a signature page to this Agreement by telecopier, emailed pdf or any other electronic means shall be effective as delivery of a manually executed counterpart of this Agreement. ExecutionThe words “execute,” “execution,” “signed,” “signature,” and words of like import in or related to any such counterpartdocument to be signed in connection with this Agreement and the transactions contemplated hereby shall be deemed to include electronic signatures, the electronic matching of assignment terms and contract formations on electronic platforms approved by the Agent, or the keeping of records in electronic form, each of which shall be of the same legal effect, validity or enforceability as a manually executed signature or the use of a paper-based recordkeeping system, as the case may be by means of # an electronic signature that complies withbe, to the federalextent and as provided for in any applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, as in effect from time to time,the New York State Electronic Signatures and Records Act, or any other similar state enactments oflaws based on the Uniform Electronic Transactions Act, as in effect from timeAct; provided that notwithstanding anything contained herein to time, or any other relevant and applicablethe contrary the Agent is under no obligation to agree to accept electronic signatures law; # an original manual signature;in any form or # a faxed, scanned, or photocopied manual signature. Each electronic signature or faxed, scanned, or photocopied manual signature shall for all purposes havein any format unless expressly agreed to by the same validity, legal effect, and admissibility in evidence as an original manual signature. Agent reserves the right, in its discretion,pursuant to accept, deny, or condition acceptance of any electronic signature on this Agreement. Any party delivering an executed counterpart of this Agreementprocedures approved by faxed, scanned or photocopied manual signature shall also deliver an original manually executed counterpart, but the failure to deliver an original manually executed counterpart shall not affect the validity, enforceability and binding effect of this Agreement. The foregoing shall apply to each other Loan Document, and any notice delivered hereunder or thereunder, mutatis mutandis.it.

Counterparts; Electronic Execution.Counterparts. This Agreement and any amendments hereto may be executed in any number of counterparts and by different parties on separateone or more counterparts, each of which, when executed and delivered, shall be deemed to be an original, and all of which, when taken together, shall constitute butwhich will be considered one and the same Agreement. Execution of any such counterpart may beagreement and will become effective when one or more counterparts have been signed by means of # an electronic signature that complies with the federal Electronic Signatures in Global and National Commerce Act, as in effect from time to time, state enactmentseach of the Uniform Electronic Transactions Act,parties and delivered to the other parties, it being understood that all parties need not sign the same counterpart. Any such counterpart, to the extent delivered by fax or .pdf, .tif, .gif, .jpg or similar attachment to electronic mail (any such delivery, an “Electronic Delivery”), will be treated in all manner and respects as in effect from time to time, or any other relevant and applicable electronic signatures law; # an original manual signature; or # a faxed, scanned, or photocopied manual signature. Each electronic signature or faxed, scanned, or photocopied manual signature shall for all purposesexecuted counterpart and will be considered to have the same validity,binding legal effect, and admissibilityeffect as if it were the original signed version thereof delivered in evidence asperson. No party may raise the use of an original manual signature. Agent reserves the right, in its discretion, to accept, deny, or condition acceptance of any electronic signature on this Agreement. Any party delivering an executed counterpart of this Agreement by faxed, scanned or photocopied manual signature shall also deliver an original manually executed counterpart, but the failureElectronic Delivery to deliver a signature, or the fact that any signature or agreement or instrument was transmitted or communicated through the use of an original manually executed counterpart shall not affectElectronic Delivery, as a defense to the validity, enforceabilityformation of a contract, and binding effecteach party forever waives any such defense, except to the extent such defense relates to lack of this Agreement. The foregoing shall apply to each other Loan Document, and any notice delivered hereunder or thereunder, mutatis mutandis.authenticity.