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

Execution in Counterparts; Electronic Signatures. This Agreement may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same agreement. Delivery of an executed counterpart of a signature page to this Agreement by telecopier shall be effective as delivery of a manually executed counterpart of this Agreement. The words “execute,” “execution,” “signed,” “signature,” and words of like import in or related to any document to be signed in connection with this Agreement and the transactions contemplated hereby (including without limitation Assignment and Assumptions, amendments or other modifications, Notices of Issuance, Notices of Revolving Credit Borrowing, Notices of Swing Line Borrowing, waivers and consents) shall be deemed to include electronic signatures, the electronic matching of assignment terms and contract formations on electronic platforms approved by the Administrative 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, to the extent and as provided for in any applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, or any other similar state laws based on the Uniform Electronic Transactions Act; provided that notwithstanding anything contained herein to the contrary the Administrative Agent is under no obligation to agree to accept electronic signatures in any form or in any format unless expressly agreed to by the Administrative Agent pursuant to procedures approved by it (it being understood for the purposes of the Loan Documents DocuSign shall be acceptable if the signature so delivered conforms to the signature provided on the applicable incumbency certificate).

Execution in Counterparts; Electronic Signatures. (a) This Agreement may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same agreement. Delivery of an executed counterpart of a signature page to this Agreement by telecopier shall be effective as delivery of a manually an original executed counterpart of this Agreement. . (b) The words “execute,” “execution,” “signed,” “signature,” “delivery,” and words of like import in or related relating to this Agreement and any document other Loan Document (including, without limitation, any Assignment and Acceptance Agreement) to be signed in connection with this Agreement Agreement, the other Loan Documents and the transactions contemplated hereby (including without limitation Assignment and Assumptions, amendments or other modifications, Notices of Issuance, Notices of Revolving Credit Borrowing, Notices of Swing Line Borrowing, waivers and consents) thereby shall be deemed to include electronic signaturesElectronic Signatures, the electronic matching of assignment terms and contract formations on electronic platforms approved by the Administrative Agent, 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 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 applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, or any other similar state laws based on the Uniform Electronic Transactions Act; provided that notwithstanding anything contained nothing herein to the contrary shall require the Administrative Agent is under no obligation to agree to accept electronic signatures in any form or format without its prior written consent. Without limiting the generality of the foregoing, the Borrower hereby (i) agrees that, for all purposes, including without limitation, in connection with any format unless expressly agreed to by workout, restructuring, enforcement of remedies, bankruptcy proceedings or litigation among any of the Administrative Agent pursuant to procedures approved by it (it being understood for the purposes Lender Parties and any of the Loan Documents DocuSign Parties, electronic images of this Agreement or any other Loan Document (in each case, including with respect to any signature pages thereto) shall be acceptable if have the signature so delivered conforms same legal effect, validity and enforceability as any paper original, and (ii) waives any argument, defense or right to contest the signature provided validity or enforceability of any Loan Document based solely on the applicable incumbency certificate)lack of paper original copies of such Loan Document, including with respect to any signature pages thereto.

Execution in Counterparts; Electronic Signatures. This Agreement Indenture may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken original, but such counterparts shall together shall constitute but one and the same agreementinstrument. Delivery The exchange of an executed counterpart copies of a this Indenture and of signature page to this Agreement pages by telecopier facsimile or PDF transmission shall be constitute effective as execution and delivery of a manually executed counterpart this Indenture as to the parties hereto and may be used in lieu of this Agreementthe original Indenture for all purposes. The words “execute,” “execution,” “signed,” “signature,” and words of like import in this Indenture or related to any document to be signed agreement entered into in connection with this Agreement and the transactions contemplated hereby (including without limitation Assignment and Assumptions, amendments or other modifications, Notices of Issuance, Notices of Revolving Credit Borrowing, Notices of Swing Line Borrowing, waivers and consents) herewith shall be deemed to include electronic signatures, the electronic matching of assignment terms and contract formations on electronic platforms approved by the Administrative Agent, 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 applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, or any other similar state laws based on the Uniform Electronic Transactions Act; provided that notwithstanding Act (e.g. DocuSign). Without limitation to the foregoing, and anything contained herein in this Indenture to the contrary the Administrative Agent is under no obligation to agree to accept electronic signatures in notwithstanding, (a) any form Officer’s Certificate, Opinion of Counsel, any Note, notice or in any format unless expressly agreed to by the Administrative Agent other certificate, opinion of counsel, instrument, agreement or other document delivered pursuant to procedures approved this Indenture may be executed, attested and transmitted by it (it being understood for the purposes any of the Loan Documents DocuSign foregoing electronic means and formats and (b) all references to the execution, attestation or authentication of any Note or any certificate of authentication appearing on or attached to any Note by means of a manual or facsimile signature shall be acceptable if deemed to include signatures that are made or transmitted by any of the signature so delivered conforms foregoing electronic means or formats. All notices, approvals, consents, requests and any communications hereunder must be in writing (provided that any communication sent to Trustee hereunder that is required to be signed must be in the signature provided form of a document that is signed manually or by any of the electronic means or formats described above) in English. The Company agrees to assume all risks arising out of the use of digital signatures and electronic methods to submit communications to Trustee, including, without limitation, the risk of the Trustee acting on unauthorized instructions, and the applicable incumbency certificate)risk of interception and misuse by third parties.

Execution in Counterparts; Electronic Signatures. This Agreement and any document, amendment, approval, consent, information, notice, certificate, request, statement, disclosure or authorization related to this Agreement and any other Loan Document (each a “Communication”) shall be valid, binding, and enforceable against a party when executed and delivered by an authorized individual on behalf of the party by means of (i) an original manual signature; (ii) a faxed, scanned, or photocopied manual signature, or (iii) any other electronic signature permitted by the federal Electronic Signatures in Global and National Commerce Act, state enactments of the Uniform Electronic Transactions Act, and/or any other relevant electronic signatures law, including any relevant provisions of the Uniform Commercial Code, in each case to the extent applicable. Each Communication may be in the form of an Electronic Record and may be executed using Electronic Signatures (including, without limitation, facsimile and .pdf) and shall be considered an original, and shall for all purposes have the same validity, legal effect, and admissibility in evidence as an original manual signature. Each party to this Agreement or any Loan Document shall be entitled to conclusively rely upon, and shall have no liability with respect to, any faxed, scanned, or photocopied manual signature, or other electronic signature, of any other party (whether such signature is with respect to this Agreement or any Loan Document, as applicable, or any notice, officer’s certificate or other ancillary document delivered pursuant to or in connection with this Agreement or any Loan Document) and shall have no duty to investigate, confirm or otherwise verify the validity or authenticity thereof. This Agreement and any Loan Document may be executed in any number of counterparts and by different parties hereto in separate counterparts, including both paper and electronic counterparts, and each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one and the same agreement. Delivery For the avoidance of an executed counterpart of a signature page to doubt, the authorization under this Agreement paragraph may include, without limitation, use or acceptance by telecopier shall be effective as delivery any party hereto of a manually executed counterpart of this Agreementsigned 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. The words “execute,” “execution,” “signed,” “signature,” Electronic Signatures and words of like import in or related to any document to be signed in connection with this Agreement and the transactions contemplated hereby (including without limitation Assignment and Assumptions, amendments or other modifications, Notices of Issuance, Notices of Revolving Credit Borrowing, Notices of Swing Line Borrowing, waivers and consents) facsimile signatures shall be deemed valid and binding to include electronic signatures, the electronic matching of assignment terms and contract formations on electronic platforms approved by the Administrative Agent, or the keeping of records in electronic form, each of which shall be of the same legal effectextent as the original. For purposes hereof, validity or enforceability as a manually executed signature or “Electronic Record” and “Electronic Signature” shall have the use of a paper-based recordkeeping systemmeanings assigned to them, respectively, by 15 USC §7006, as the case it may be, be amended from time to the extent and as provided for in any applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, or any other similar state laws based on the Uniform Electronic Transactions Act; provided that notwithstanding anything contained herein to the contrary the Administrative Agent is under no obligation to agree to accept electronic signatures in any form or in any format unless expressly agreed to by the Administrative Agent pursuant to procedures approved by it (it being understood for the purposes of the Loan Documents DocuSign shall be acceptable if the signature so delivered conforms to the signature provided on the applicable incumbency certificate)time.

Execution in Counterparts; Electronic Signatures. (a) This Borrower Assignment and Accession Agreement may be executed in by one or more of the parties to this Borrower Assignment and Accession Agreement on any number of counterparts and by different parties hereto in separate counterparts, each and all of which when so executed said counterparts taken together shall be deemed to be an original and all of which taken together shall constitute one and the same agreementinstrument. Delivery of an executed counterpart of a signature page to of this Borrower Assignment and Accession Agreement by telecopier email or facsimile transmission shall be effective as delivery of a manually executed counterpart of this Agreement. hereof. (b) The words “delivery”, “execute,” “execution,” “signed,” “signature,” and words of like import in or related to this Borrower Assignment and Accession Agreement and any document to be signed executed in connection with this Agreement and the transactions contemplated hereby (including without limitation Assignment and Assumptions, amendments or other modifications, Notices of Issuance, Notices of Revolving Credit Borrowing, Notices of Swing Line Borrowing, waivers and consents) herewith shall be deemed to include electronic signatures, the electronic matching of assignment terms and contract formations on electronic platforms approved by the Administrative Agent, 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 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 applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, or any other similar state laws based on the Uniform Electronic Transactions Act; provided that notwithstanding anything contained herein to the contrary neither the Administrative Agent nor any Lender is under no any obligation to agree to accept electronic signatures in any form or in any format unless expressly agreed to by the Administrative Agent or such Lender pursuant to procedures approved by it (it being understood for and provided further without limiting the purposes foregoing, upon the request of the Loan Documents DocuSign any party, any electronic signature shall be acceptable if the signature so delivered conforms to the signature provided on the applicable incumbency certificate)promptly followed by such manually executed counterparts.

Execution in Counterparts; Electronic Signatures. This Agreement may be executed in any number of counterparts (and by different parties hereto in separate on different counterparts), each of which when so executed shall be deemed to be constitute an original and original, but all of which when taken together shall constitute one and the same agreementa single contract. Delivery of an executed counterpart of a signature page to of this Agreement that is an Electronic Signature transmitted by telecopier telecopy, emailed pdf. or any other electronic means shall be effective as delivery of a manually executed counterpart of this Agreement. The words “execute,” “execution,” “signed,” “signature,” “delivery,” and words of like import in or related relating to any document to be signed in connection with this Agreement and the transactions contemplated hereby (including without limitation Assignment and Assumptions, amendments or other modifications, Notices of Issuance, Notices of Revolving Credit Borrowing, Notices of Swing Line Borrowing, waivers and consents) shall be deemed to include electronic signaturesElectronic Signatures, the electronic matching of assignment terms and contract formations on electronic platforms approved by the Administrative Agent, deliveries or the keeping of records in any electronic formform (including deliveries by telecopy, emailed pdf. or any other electronic means), each of which shall be of the same legal effect, validity or enforceability as a manually executed signature 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 applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, or any other similar state laws based on the Uniform Electronic Transactions Act; provided that notwithstanding anything contained nothing herein to the contrary shall require the Administrative Agent is under no obligation to agree to accept electronic signatures Electronic Signatures in any form or in any format unless expressly agreed to by the Administrative Agent without its prior written consent and pursuant to procedures approved by it it; provided, further, without limiting the foregoing, (it being understood for i) to the purposes extent the Administrative Agent has agreed to accept any Electronic Signature, the Administrative Agent and each of the Loan Documents DocuSign Lenders shall be acceptable if entitled to rely on such Electronic Signature purportedly given by or on behalf of any Borrower or any other Loan Party without further verification thereof and without any obligation to review the signature so delivered conforms to appearance or form of any such Electronic Signature and (ii) upon the signature provided on request of the applicable incumbency certificate)Administrative Agent or any Lender, any Electronic Signature shall be promptly followed by a manually executed counterpart.

Execution in Counterparts; Electronic Signatures. This Agreement may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same agreement. Delivery of an executed counterpart of a signature page to this Agreement by telecopier shall be effective as delivery of a manually executed counterpart of this Agreement. The words “execute,” “execution,” “signed,” “signature,” and words of like import in or related to any document to be signed in connection with this Agreement and the transactions contemplated hereby (including without limitation Assignment and Assumptions, amendments or other modifications, Notices of Issuance, Notices of Revolving Credit Borrowing, Notices of Swing Line Borrowing, waivers and consents) shall be deemed to include electronic signatures, the electronic matching of assignment terms and contract formations on electronic platforms approved by the Administrative Agent, or the keeping of records in electronic form, each of which shall be of an original; but such counterparts shall together constitute but one and the same legal effectinstrument. Any party may enter into this Agreement by signing such a counterpart, validity or enforceability including by means of an electronic signature as a manually executed signature described below. In addition, the Company or the use Guarantor, including any Authorized Officer or other proper officer of a paper-based recordkeeping systemeither such party, as may execute or sign any document in connection with or related to this Agreement, and the case may betransactions or other matters contemplated hereby, including any amendments, waivers, consents, notices, certificates, orders, requests or instructions, by means of such electronic signature. Delivery of an executed Agreement by one party to another, or of any such document referenced in the preceding sentence by the Company or the Guarantor to the extent and Warrant Agent as provided for in this Agreement, may be made by electronic mail (including any applicable law, including electronic signature complying with the Federal New York Electronic Signatures and Records Act (N.Y. State Tech. §§ 301- 309), the federal Electronic Signature in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, or any other similar state laws based on enactments of the Uniform Electronic Transactions Act; provided that notwithstanding anything contained herein , and/or any other relevant electronic signatures law, in each case as amended from time to time and to the contrary the Administrative Agent is under no obligation to agree to accept extent applicable, and including any electronic signatures in signature using DocuSign or any form or in any format unless expressly agreed to other similar platform identified by the Administrative Company and acceptable to the Warrant Agent pursuant to procedures approved by it (it being understood for the purposes provided, in each case, that any such electronic signature is representative of the Loan Documents DocuSign signer’s actual signature)) or other transmission method, and the parties hereto agree that any counterpart or such document so delivered shall be acceptable if deemed to have been duly and validly delivered and be valid and effective for all purposes. Each scanned, or photocopied manual signature, or electronic signature, shall for all purposes have the signature so delivered conforms same validity, legal effect, and admissibility in evidence as an original manual signature. Each party hereto shall be entitled to conclusively rely upon, and shall have no liability with respect to, any scanned, or photocopied manual signature, or other electronic signature, of any other party and shall have no duty to investigate, confirm or otherwise verify the signature provided on the applicable incumbency certificate)validity or authenticity thereof.

Execution in Counterparts; Electronic Signatures. This Agreement and any document, amendment, approval, consent, information, notice, certificate, request, statement, disclosure or authorization related to this Agreement and any other Loan Document (each a “Communication”) shall be valid, binding, and enforceable against a party when executed and delivered by an authorized individual on behalf of the party by means of (i) an original manual signature; (ii) a faxed, scanned, or photocopied manual signature, or (iii) any other electronic signature permitted by the federal Electronic Signatures in Global and National Commerce Act, state enactments of the Uniform Electronic Transactions Act, and/or any other relevant electronic signatures law, including any relevant provisions of the Uniform Commercial Code, in each case to the extent applicable. Each Communication may be in the form of an Electronic Record and may be executed using Electronic Signatures (including, without limitation, facsimile and .pdf) and shall be considered an original, and shall for all purposes have the same validity, legal effect, and admissibility in evidence as an original manual signature. Each party to this Agreement or any Loan Document shall be entitled to conclusively rely upon, and shall have no liability with respect to, any faxed, scanned, or photocopied manual signature, or other electronic signature, of any other party (whether such signature is with respect to this Agreement or any Loan Document, as applicable, or any notice, officer’s certificate or other ancillary document delivered pursuant to or in connection with this Agreement or any Loan Document) and shall have no duty to investigate, confirm or otherwise verify the validity or authenticity thereof. This Agreement and any Loan Document may be executed in any number of counterparts and by different parties hereto in separate counterparts, including both paper and electronic counterparts, and each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one and the same agreement. Delivery For the avoidance of an executed counterpart of a signature page to doubt, the authorization under this Agreement paragraph may include, without limitation, use or acceptance by telecopier shall be effective as delivery any party hereto of a manually executed counterpart of this Agreementsigned 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. The words “execute,” “execution,” “signed,” “signature,” Electronic Signatures and words of like import in or related to any document to be signed in connection with this Agreement and the transactions contemplated hereby (including without limitation Assignment and Assumptions, amendments or other modifications, Notices of Issuance, Notices of Revolving Credit Borrowing, Notices of Swing Line Borrowing, waivers and consents) facsimile signatures shall be deemed valid and binding to include electronic signatures, the electronic matching of assignment terms and contract formations on electronic platforms approved by the Administrative Agent, or the keeping of records in electronic form, each of which shall be of the same legal effectextent as the original. For purposes hereof, validity or enforceability as a manually executed signature or “Electronic Record” and “Electronic Signature” shall have the use of a paper-based recordkeeping systemmeanings assigned to them, respectively, by 15 USC §7006, as the case it may be, be amended from time to the extent and as provided for in any applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, or any other similar state laws based on the Uniform Electronic Transactions Act; provided that notwithstanding anything contained herein to the contrary the Administrative Agent is under no obligation to agree to accept electronic signatures in any form or in any format unless expressly agreed to by the Administrative Agent pursuant to procedures approved by it (it being understood for the purposes of the Loan Documents DocuSign shall be acceptable if the signature so delivered conforms to the signature provided on the applicable incumbency certificate).time. ​ ​