Protective Covenants. In consideration of the Option granted under this Agreement, the Grantee covenants and agrees as follows (the “Protective Covenants”):

. So long as any ​ shall have any Commitment hereunder, any Loan or other Obligation hereunder shall remain unpaid or unsatisfied, each [[Loan Party:Organization]] shall, and shall (except in the case of the covenants set forth in Sections 6.01, 6.02, 6.03 and 6.11) cause each [[Consolidated Entity:Organization]] to:

Specific Covenants. The ​ or the ​ (or, if applicable, any ​ Party) fails to perform or observe any term, covenant or agreement contained in any of Section 6.01, 6.02, 6.03, 6.05, 6.10, 6.11 or 6.12 or Article VII; or

NEGATIVE COVENANTS. So long as any Lender shall have any Commitment hereunder, any Loan or other Obligation hereunder shall remain unpaid or unsatisfied, or any Letter of Credit shall remain outstanding, no Loan Party shall, nor shall it permit any Consolidated Entity to, directly or indirectly:

Company Covenants. The Company covenants that # prior to the cancellation of this Note or # upon the occurrence of an Event of Default, it will not # effect or allow to be effected any recapitalization (including without limitation any stock split or reverse stock split) of the common stock of the Company, # enter into any transaction with affiliates other than wholly owned subsidiaries, or # take or omit to take any other action that would materially and adversely affect the Company or its business, in each case without the prior consent of the Holder.

Independent Covenants. All covenants contained in ARTICLE VI and ARTICLE VII of this Agreement shall be given independent effect so that if a particular action or condition is not permitted by one covenant, the fact that such action or condition would be permitted by another covenant shall not avoid the occurrence of a Default if such action is taken or condition exists.

In the event of termination or expiration of any agreement entered into by and between Party A and Party B, Party A shall have the right to decide whether or not to terminate all agreements between Party A and Party B, including but not limited to the Exclusive Technology Consulting and Service Agreement.

Restrictive Covenants. The Executive acknowledges that # the services performed by the Executive while employed by the Company were of a special, unique, unusual, extraordinary, and intellectual character, and # the provisions of this Section 10 are reasonable and necessary to protect the Company’s business, goodwill and Confidential Information. The Executive therefore agrees that for a period of one year after the Separation Date:

AFFIRMATIVE COVENANTS. During the Issuance Period and so long thereafter as any Note is outstanding and unpaid, each of Holdings and the Company covenants as follows:

Financial Covenants. At all times prior to the Agreement Termination Date (and thereafter if expressly required), [[Organization B:Organization]] shall promptly and fully perform, observe and comply with the provisions set forth in Exhibit E.