Common use of Mutual General Release Clause in Contracts

Mutual General Release. (i) In consideration of the release set forth in Section 8(q)(ii), effective as of the Closing (the "Effective Time") each Investor, severally and not jointly, on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Investor Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Investor Claims"), that any of the Investor Releasing Persons had or currently has against (i) the Company, (ii) any of the Company's current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Company's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Company Released Persons"), including, without limitation, Investor Claims arising out of or relating to the Securities Purchase Agreement, the Articles of Amendment, the Series B Registration Rights Agreement, the Series B Warrants, the Redemption Agreement, the Redemption Registration Rights Agreement, the Exchanged Warrants and the New Warrants (collectively, the "Released Documents") other than Investor Claims arising after the Effective Time. (ii) In further consideration of the Investors entering into this Agreement, effective as of the Effective Time, the Company on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Company Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Company Claims"), that any of the Company Releasing Persons had or currently has against (i) the Investors, (ii) any of the Investors' respective current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Investors' or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Investor Released Persons"), including, without limitation, any Company Claims arising out of or relating to the Released Documents. (iii) The Company and each of the Investors acknowledge that the release set forth in Sections 8(q)(i) and 8(q)(ii) above does not affect any claim which any Company Releasing Person or Investor Releasing Person may have under this Agreement, the Registration Rights Agreement, Sections 8, 9(m) or 9(p) of the Securities Purchase Agreement, Section 6 or Section 7 of the Series B Registration Rights Agreement, Sections 8, 9(m) and 9(p) of the Redemption Agreement and Section 6 or Section 7 of the Redemption Registration Rights Agreement. (iv) It is the intention of each party that this Section 8(o) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o). * * * * * *

Mutual General Release. (ia) In consideration of the release releases set forth in Section 8(q)(iiSections 7(b), effective as of the Closing (Closing, the "Effective Time") each Investor, severally and not jointly, only on behalf of itself and and, to the extent permitted by law, its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Investor Releasing PersonsINVESTOR RELEASING PERSONS"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Investor ClaimsINVESTOR CLAIMS"), that any of the Investor Releasing Persons had or currently has against (i) the Company, (ii) any of the Company's current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Company's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families signatories (collectively, the "Company Released PersonsCOMPANY RELEASED PERSONS"), including, without limitationlimitations, any Investor Claims arising out of or relating to any of the Securities Purchase Agreement, the Articles of Amendment, the Series B Registration Rights Agreement, the Series B Warrants, the Redemption Agreement, the Redemption Registration Rights Agreement, the Exchanged Warrants and the New Warrants (collectively, the "Released Transaction Documents") other than . Investor Claims arising after the Effective TimeClosing that relate to events or circumstances occurring, or actions taken or failed to be taken, after the Closing are not waived or released hereby. (iib) In further consideration of the Investors Investor entering into this Agreement, effective as of the Effective Timedate of this Agreement, the Company on behalf of itself and and, to the extent permitted by law, its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Company Releasing PersonsCOMPANY RELEASING PERSONS"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Company ClaimsCOMPANY CLAIMS"), that any of the Company Releasing Persons had or currently has against (i) the InvestorsInvestor, (ii) any of the Investors' respective Investor's current or former parents, members, partners, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Investors' Investor's or such other persons' or entities' current or former officers, directors, members, partners, shareholders, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Investor Released PersonsINVESTOR RELEASED PERSONS"), including, without limitationlimitations, any Company Claims arising out of any of the Transaction Documents. Company Claims arising after the Closing that relate to events or relating circumstances occurring, or actions taken or failed to be taken, after the Released DocumentsClosing are not waived or released hereby. (iiic) The Notwithstanding the foregoing, the Company and each of the Investors Investor acknowledge that the release releases set forth in Sections 8(q)(i7(a) and 8(q)(ii(b) above does do not affect affect, waive or release any claim which that any Company Releasing Person or any Investor Releasing Person may have under (i) this Agreement, the Registration Rights Agreement, Sections 8, 9(m(ii) or 9(pSection 4(g) of the Securities Purchase Agreement, (iii) Section 9(k) of the Securities Purchase Agreement (other than clause (a) thereof with respect to claims by the Investor relating to a misrepresentation or breach of any representation or warranty made by the Company in the Securities Purchase Agreement) or (iv) Sections 5, 6 or Section 7 of the Series B Registration Rights Agreement, Sections 8, 9(m) and 9(p) of the Redemption Agreement and Section 6 or Section 7 of the Redemption Registration Rights Agreement. (iv) It is the intention of each party that this Section 8(o) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o). * * * * * *

Mutual General Release. (i) i. In consideration of the release releases set forth in Section 8(q)(ii8(p)(ii), effective as of the Closing (the "Effective Time") Closing, each Investor, severally and not jointly, on behalf of itself and and, to the extent permitted by law, its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Investor Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii8(p)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Investor Claims"), that any of the Investor Releasing Persons had or had, currently has or as of the Closing may have against (i) the Company, (ii) any of the Company's current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Company's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Company Released Persons"), including, without limitation, Investor Claims arising out of or relating to the Securities Purchase Agreement, Agreement and the Articles of Amendment, the Series B First Registration Rights Agreement, the Series B Warrants, the Redemption Agreement, the Redemption Registration Rights Agreement, the Exchanged Warrants and the New Warrants Agreement (collectively, the "Released Documents") other than Investor Claims arising after the Effective TimeClosing. (ii) . In further consideration of the Investors entering into this Agreement, effective as of the Effective TimeClosing, the Company on behalf of itself and and, to the extent permitted by law, its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-in- interest and assignees (collectively, the "Company Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii8(p)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Company Claims"), that any of the Company Releasing Persons had or had, currently has or as of the Closing may have against (i) the Investors, (ii) any of the Investors' respective current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Investors' or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Investor Released Persons"), including, without limitation, any Company Claims arising out of or relating to the Released Documents. (iii) . The Company and each of the Investors acknowledge that the release releases set forth in Sections 8(q)(i8(p)(i) and 8(q)(ii8(p)(ii) above does do not affect any claim which any Company Releasing Person or Investor Releasing Person may have under this Agreement, the Registration Rights Agreement, Sections 8, or Section 9(m) or 9(pclause (c) of the first paragraph of Section 8 of the Securities Purchase AgreementAgreement or Sections 5, Section 6 or Section 7 of the Series B Registration Rights Agreement, Sections 8, 9(m) and 9(p) of the Redemption Agreement and Section 6 or Section 7 of the Redemption First Registration Rights Agreement. (iv) . It is the intention of each party that this Section 8(o8(p) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o8(p). * * * * * *In furtherance of this intention, each party acknowledges that it is familiar with Section 1542 of the California Civil Code which provides as follows: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT NOW KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR. Each party hereby waives and relinquishes every right or benefit which it may have under Section 1542 or the California Civil Code to the extent that it may lawfully waive such right or benefit pertaining to the subject matter of this Agreement. Each party acknowledges that the foregoing waiver was separately bargained for and is a key element of the Agreement of which this release is a part.

Mutual General Release. (i) 14.1 In consideration of the Company entering into this Agreement and the release set forth in Section 8(q)(ii)14.2, effective as of the Closing Effectiveness (the "Effective TimeEFFECTIVE TIME") each Investor, severally and not jointly, on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Investor Releasing PersonsINVESTOR RELEASING PERSONS"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) 14.3 below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Investor ClaimsINVESTOR CLAIMS"), that any of the Investor Releasing Persons had or currently has as of the Effective Time against (i) the Company, (ii) any of the Company's current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Company's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families other than any attorney or law firm that delivered an opinion in connection with the Closing (as defined in the Subscription Agreement) (collectively, the "Company Released PersonsCOMPANY RELEASED PERSONS"), including, without limitation, Investor Claims arising out of or relating to the Securities Purchase Subscription Agreement, the Articles of Amendment, the Series B Registration Rights Agreement, the Series B Warrants, the Redemption Agreement, the Redemption Registration Rights Agreement, the Exchanged Warrants and the New Warrants Certificate of Designation (collectively, the "Released DocumentsRELEASED DOCUMENTS") other than Investor Claims arising after the Effective Time). (ii) 14.2 In further consideration of the Investors entering into this AgreementAgreement and the release set forth in Section 14.1, effective as of the Effective Time, the Company on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Company Releasing PersonsCOMPANY RELEASING PERSONS"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) 14.3 below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Company ClaimsCOMPANY CLAIMS"), that any of the Company Releasing Persons had or currently has as of the Effective Time against (i) the Investors, (ii) any of the Investors' respective current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Investors' or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Investor Released PersonsINVESTOR RELEASED PERSONS"), including, without limitation, any Company Claims arising out of or relating to the Released Documents. (iii) 14.3 The Company and each of the Investors acknowledge that each of the release releases set forth in Sections 8(q)(i) 14.1 and 8(q)(ii) 14.2 above does not affect (a) any claim which any Company Releasing Person or Investor Releasing Person may have under this Agreement, the Registration Rights Agreement, Sections 8, 9(m) or 9(p) of the Securities Purchase Agreement, Section 6 or Section 7 of the Series B Registration Rights Agreement, Sections 8, 9(m) and 9(p) of the Redemption Agreement and Section 6 or Section 7 of the Redemption Registration Rights Agreement; (b) any claim which any Company Releasing Person may have under Section 4.1 of the Subscription Agreement; (c) any claim which an Investor Releasing Person may have with respect to (i) Section 6A of the Subscription Agreement, (ii) any breach by the Company of any of its representations and warranties set forth in any of Sections 3.3, 3.4(a), 3.4(b), 3.5, 3.7 or 3.14 or the first sentence of Section 3.9 of the Subscription Agreement or (iii) Section 10.3 of the Subscription Agreement with respect to the matters described in the immediately preceding clauses (i) and (ii); (d) subject to waivers contained in Sections 7, 8 and 9, any continuing or future obligation under the Certificate of Designation, Registration Rights Agreement and the following Sections of the Subscription Agreement: 5, 6, 6A, 7, 8, 9, 10.1, 12 and 13; and (e) any matter set forth in the Acknowledgement Letter, dated as of the date of this Agreement, delivered by the Chief Executive Officer of the Company to each Investor. (iv) It is the intention of each party that this Section 8(o) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o). * * * * * *

Mutual General Release. (i) In consideration of the release set forth in Section 8(q)(ii), effective as of the Closing (the "Effective TimeEFFECTIVE TIME") each Investor, severally and not jointly, on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Investor Releasing PersonsINVESTOR RELEASING PERSONS"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Investor ClaimsINVESTOR CLAIMS"), that any of the Investor Releasing Persons had or currently has against (i) the Company, (ii) any of the Company's current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Company's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Company Released PersonsCOMPANY RELEASED PERSONS"), including, without limitation, Investor Claims arising out of or relating to the Series D Securities Purchase Agreement, the Articles Waiver Agreement, the Series F Exchange Agreement, the Series B Securities Purchase Agreement, the Series H Securities Purchase Agreement, the Warrants, the Series D Certificate of AmendmentDesignations, the Series F Certificate of Designations, the Series D Registration Rights Agreement, the Series F Registration Rights Agreement, the Series B Registration Rights Agreement, the Series B Warrants, the Redemption Agreement, the Redemption H Registration Rights Agreement, Agreement or any of the Exchanged Warrants and the New Warrants Side Letter Agreements (collectively, the "Released DocumentsRELEASED DOCUMENTS") other than Investor Claims arising after the Effective Time. (ii) In further consideration of the Investors entering into this Agreement, effective as of the Effective Time, the Company on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Company Releasing PersonsCOMPANY RELEASING PERSONS"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Company ClaimsCOMPANY CLAIMS"), that any of the Company Releasing Persons had or currently has against (i) the Investors, (ii) any of the Investors' respective current or former parents, shareholders, affiliates, subsidiaries, partners, predecessors or assigns, or (iii) any of the Investors' or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Investor Released PersonsINVESTOR RELEASED PERSONS"), including, without limitation, any Company Claims arising out of or relating to the Released Documents. (iii) The Company and each of the Investors acknowledge that the release set forth in Sections 8(q)(i) and 8(q)(ii) above does not affect (I) any claim which any Company Releasing Person or Investor Releasing Person may have under this Agreement, the Security Agreement, the Notes, Section 8 of the Series D Securities Purchase Agreement, Section 8 of the Series F Exchange Agreement, Section 8 of the Series H Securities Purchase Agreement, Section 7.5 of the Series B Securities Purchase Agreement, Sections 6 and 7 of the Series D Registration Rights Agreement, Sections 8, 9(m) or 9(p) 6 and 7 of the Securities Purchase Series H Registration Rights Agreement, Section Sections 6 or Section and 7 of the Series B Registration Rights Agreement, and Sections 8, 9(m) 6 and 9(p) of the Redemption Agreement and Section 6 or Section 7 of the Redemption Series F Registration Rights Agreement, Section 8 of Series C Securities Purchase Agreement entered into between the Company and the Investors on or about June 24, 1998 and Sections 6 and 7 of the related registration rights agreement, or (II) subject to the release of claims pursuant to this Section 8(q), the enforceability or effectiveness of any of the foregoing documents. For clarification purposes, the Series H Securities Purchase Agreement, Series H Registration Rights Agreement, Series H Certificate of Designations and all documents entered into in connection therewith other than the Series H Warrants are and shall remain in full force and effect. (iv) It is the intention of each party that this Section 8(o8(q) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o8(q). In furtherance of this intention, each party acknowledges that it is familiar with Section 1542 of the California Civil Code which provides as follows: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT NOW KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR. Each party hereby waives and relinquishes every right or benefit which it may have under Section 1542 or the California Civil Code to the extent that it may lawfully waive such right or benefit pertaining to the subject matter of this Agreement. Each party acknowledges that the foregoing waiver was separately bargained for and is a key element of the Agreement of which this release is a part. * * * * * *

Mutual General Release. (ia) In consideration of the release releases set forth in Section 8(q)(iiSections 7(b), effective as of the Closing (Closing, the "Effective Time") each Investor, severally and not jointly, only on behalf of itself and and, to the extent permitted by law, its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Investor Releasing PersonsINVESTOR RELEASING PERSONS"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Investor INVESTOR Claims"), that any of the Investor Releasing Persons had or currently has against (i) the Company, (ii) any of the Company's current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Company's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families signatories (collectively, the "Company Released PersonsCOMPANY RELEASED PERSONS"), including, without limitationlimitations, any Investor Claims arising out of or relating to any of the Securities Purchase Agreement, the Articles of Amendment, the Series B Registration Rights Agreement, the Series B Warrants, the Redemption Agreement, the Redemption Registration Rights Agreement, the Exchanged Warrants and the New Warrants (collectively, the "Released Transaction Documents") other than . Investor Claims arising after the Effective TimeClosing that relate to events or circumstances occurring, or actions taken or failed to be taken, after the Closing are not waived or released hereby. (iib) In further consideration of the Investors Investor entering into this Agreement, effective as of the Effective Timedate of this Agreement, the Company on behalf of itself and and, to the extent permitted by law, its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Company Releasing PersonsCOMPANY RELEASING PERSONS"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Company COMPANY Claims"), that any of the Company Releasing Persons had or currently has against (i) the InvestorsInvestor, (ii) any of the Investors' respective Investor's current or former parents, members, partners, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Investors' Investor's or such other persons' or entities' current or former officers, directors, members, partners, shareholders, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Investor Released PersonsINVESTOR RELEASED PERSONS"), including, without limitationlimitations, any Company Claims arising out of any of the Transaction Documents. Company Claims arising after the Closing that relate to events or relating circumstances occurring, or actions taken or failed to be taken, after the Released DocumentsClosing are not waived or released hereby. (iiic) The Notwithstanding the foregoing, the Company and each of the Investors Investor acknowledge that the release releases set forth in Sections 8(q)(i7(a) and 8(q)(ii(b) above does do not affect affect, waive or release any claim which that any Company Releasing Person or any Investor Releasing Person may have under (i) this Agreement, the Registration Rights Agreement, Sections 8, 9(m(ii) or 9(pSection 4(g) of the Securities Purchase Agreement, (iii) Section 9(k) of the Securities Purchase Agreement (other than clause (a) thereof with respect to claims by the Investor relating to a misrepresentation or breach of any representation or warranty made by the Company in the Securities Purchase Agreement) or (iv) Sections 5, 6 or Section 7 of the Series B Registration Rights Agreement, Sections 8, 9(m) and 9(p) of the Redemption Agreement and Section 6 or Section 7 of the Redemption Registration Rights Agreement. (iv) It is the intention of each party that this Section 8(o) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o). * * * * * *

Mutual General Release. (i) 14.1 In consideration of the Company entering into this Agreement and the release set forth in Section 8(q)(ii)14.2, effective as of the Closing Effectiveness (the "Effective TimeEFFECTIVE TIME") each the Investor, severally and not jointly, on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Investor Releasing PersonsINVESTOR RELEASING PERSONS"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) 14.3 below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Investor ClaimsINVESTOR CLAIMS"), that any of the Investor Releasing Persons had or currently has as of the Effective Time against (i) the Company, (ii) any of the Company's current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Company's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families other than any attorney or law firm that delivered an opinion in connection with the Closing (as defined in the Subscription Agreement) (collectively, the "Company Released PersonsCOMPANY RELEASED PERSONS"), including, without limitation, Investor Claims arising out of or relating to the Securities Purchase Subscription Agreement, the Articles of Amendment, the Series B Registration Rights Agreement, the Series B Warrants, the Redemption Agreement, the Redemption Registration Rights Agreement, the Exchanged Warrants and the New Warrants Certificate of Designation (collectively, the "Released DocumentsRELEASED DOCUMENTS") other than Investor Claims arising after the Effective Time). (ii) 14.2 In further consideration of the Investors Investor's entering into this AgreementAgreement and the release set forth in Section 14.1, effective as of the Effective Time, the Company on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Company Releasing PersonsCOMPANY RELEASING PERSONS"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) 14.3 below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Company ClaimsCOMPANY CLAIMS"), that any of the Company Releasing Persons had or currently has as of the Effective Time against (i) the InvestorsInvestor, (ii) any of the Investors' Investor's respective current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Investors' Investor's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Investor Released PersonsINVESTOR RELEASED PERSONS"), including, without limitation, any Company Claims arising out of or relating to the Released Documents. (iii) 14.3 The Company and the Investor acknowledge that each of the Investors acknowledge that the release releases set forth in Sections 8(q)(i) 14.1 and 8(q)(ii) 14.2 above does not affect (a) any claim which any Company Releasing Person or Investor Releasing Person may have under this Agreement, the Registration Rights Agreement, Sections 8, 9(m) or 9(p) of the Securities Purchase Agreement, Section 6 or Section 7 of the Series B Registration Rights Agreement, Sections 8, 9(m) and 9(p) of the Redemption Agreement and Section 6 or Section 7 of the Redemption Registration Rights Agreement; (b) any claim which any Company Releasing Person may have under Section 4.1 of the Subscription Agreement; (c) any claim which an Investor Releasing Person may have with respect to (i) Section 6A of the Subscription Agreement, (ii) any breach by the Company of any of its representations and warranties set forth in any of Sections 3.3, 3.4(a), 3.4(b), 3.5, 3.7 or 3.14 or the first sentence of Section 3.9 of the Subscription Agreement or (iii) Section 10.3 of the Subscription Agreement with respect to the matters described in the immediately preceding clauses (i) and (ii); (d) subject to waivers contained in Sections 7, 8 and 9, any continuing or future obligation under the Certificate of Designation, Registration Rights Agreement and the following Sections of the Subscription Agreement: 5, 6, 6A, 7, 8, 9, 10.1, 12 and 13; and (e) any matter set forth in the Acknowledgment Letter, dated as of the date of this Agreement, delivered by the Chief Executive Officer of the Company to the Investor. (iv) It is the intention of each party that this Section 8(o) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o). * * * * * *

Mutual General Release. Upon the Parties’ execution hereof (and with respect to the releases in this Section 5 benefiting Agrify and its Related Parties, subject to Agrify’s indefeasible payment in full of the Release Payments), and in consideration of the mutual releases and for other good and valuable consideration identified herein, the receipt and sufficiency of which are hereby acknowledged, the Parties on behalf of (i) In consideration of the release set forth in Section 8(q)(ii), effective as of the Closing (the "Effective Time") each Investor, severally themselves and not jointly, on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Investor Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Investor Claims"), that any of the Investor Releasing Persons had or currently has against (i) the Company, (ii) any of the Company's current or former parentstheir respective agents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Company's or such other persons' or entities' current or former officersattorneys, directors, employees, agentsheirs, principalsinsurers, investors, signatoriesmanagers, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Company Released Persons"), including, without limitation, Investor Claims arising out of or relating to the Securities Purchase Agreement, the Articles of Amendment, the Series B Registration Rights Agreement, the Series B Warrants, the Redemption Agreement, the Redemption Registration Rights Agreement, the Exchanged Warrants and the New Warrants (collectively, the "Released Documents") other than Investor Claims arising after the Effective Time. (ii) In further consideration of the Investors entering into this Agreement, effective as of the Effective Time, the Company on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directorsmembers, officers, shareholdersofficials, employees, consultantsowners, representatives, predecessors, principals, agents, predecessors and successors in interest and sureties (as well as their respective parents, associates, affiliates, subsidiaries, attorneysrelated entities and affiliates, accountants, successors, successors-in-interest and assignees (collectively, the "Company Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Company Claims"), that any of the Company Releasing Persons had or currently has against (i) the Investorstheir agents, (ii) any of the Investors' respective current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Investors' or such other persons' or entities' current or former officersattorneys, directors, employees, agentsheirs, principalsinsurers, investors, signatoriesmanagers, advisorsmembers, consultantsofficers, spousesofficials, owners, representatives, predecessors and successors in interest and sureties) (the parties referenced in item (ii) above, collectively the “Related Parties”), to the extent applicable, hereby completely release, acquit, and forever discharge each other and their respective agents, assigns, attorneys, directors, employees, heirs, estatesinsurers, executorsinvestors, managers, members, officers, officials, owners, representatives, predecessors and successors in interest and sureties (as well as their respective parents, subsidiaries, related entities and affiliates, and any of their agents, assigns, attorneys, auditors directors, employees, heirs, insurers, investors, managers, members, officers, officials, owners, representatives, predecessors and associates successors in interest and members sureties), to the extent applicable, of their immediate families (collectivelyand from any and all demands, claims, counterclaims, obligations, causes of actions and compensation of any nature, type or description whatsoever whether based upon tort, contract, statute, equity, tortious breach of contract or bad faith, or any other theory of recovery, which any of the Parties hereto may have or has had from the beginning to time to present date that arise from or relate to the Modification Agreement, the "Investor Released Persons")Supply Agreement or Repayment Plans which were or could have been asserted in any litigation. The Parties further agree that they each waive any and all entitlement to relief or compensation, with the exception of what is identified herein, including, without limitationbut not limited to, monetary damages or equitable relief, with respect to any Company Claims arising out claim or cause of or relating action released pursuant to the Released Documentspreceding paragraph. (iii) The Company and each of the Investors acknowledge that the release set forth in Sections 8(q)(i) and 8(q)(ii) above does not affect any claim which any Company Releasing Person or Investor Releasing Person may have under this Agreement, the Registration Rights Agreement, Sections 8, 9(m) or 9(p) of the Securities Purchase Agreement, Section 6 or Section 7 of the Series B Registration Rights Agreement, Sections 8, 9(m) and 9(p) of the Redemption Agreement and Section 6 or Section 7 of the Redemption Registration Rights Agreement. (iv) It is the intention of each party that this Section 8(o) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o). * * * * * *

Mutual General Release. (i) i. In consideration of the release releases set forth in Section 8(q)(iiSections 9(p)(ii) and 9(p)(iii), effective as of the Closing (the "Effective Time") Closing, each Investor, severally and not jointly, on behalf of itself and and, to the extent permitted by law, its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Investor Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii9(p)(iv) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Investor Claims"), that any of the Investor Releasing Persons had had, currently has or currently then has against (i) the Company, (ii) any of the Company's current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Company's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Company Released Persons"), including, without limitation, Investor Claims arising out of or relating to the Securities Purchase Agreement, the Articles of Amendment, Series A Registration Rights Agreement and the Series B Registration Rights Agreement, the Series B Warrants, the Redemption Agreement, the Redemption Registration Rights Agreement, the Exchanged Warrants and the New Warrants A Certificate of Designations (collectively, the "Released Documents") other than Investor Claims arising after the Effective TimeClosing. (ii) . In further consideration of the Investors entering into this Agreement, effective as of the Effective Timedate of this Agreement, the Company on behalf of itself and and, to the extent permitted by law, its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Company Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii9(p)(iv) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Company Claims"), that any of the Company Releasing Persons had or currently has against (i) the Investors, (ii) any of the Investors' respective current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Investors' or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Investor Released Persons"), including, without limitation, any Company Claims arising out of or relating to the Released Documents; provided, however, that if such Investor breaches its obligations under Section 4(a), then the release set forth in this Section 9(p)(ii) shall be null and void and of no further force or effect. (iii. In further consideration of the Investors entering into this Agreement, effective as of the Closing, the Company on behalf of itself and, to the extent permitted by law, the other Company Releasing Persons, hereby waives and releases, to the fullest extent permitted by law, but subject to Section 9(p)(iv) below, any and all Company Claims, that any of the Company Releasing Persons had, currently has or then has against any of the Investor Released Persons, including, without limitation, any Company Claims arising out of or relating to the Released Documents. iv. The Company and each of the Investors acknowledge that the release releases set forth in Sections 8(q)(i9(p)(i), 9(p)(ii) and 8(q)(ii9(p)(iii) above does do not affect any claim which any Company Releasing Person or Investor Releasing Person may have under this Agreement, the Registration Rights Agreement, Sections 8, Section 8 or Section 9(m) or 9(p) of the Securities Purchase AgreementAgreement or Sections 5, Section 6 or Section 7 of the Series B A Registration Rights Agreement, Sections 8, 9(m) and 9(p) of the Redemption Agreement and Section 6 or Section 7 of the Redemption Registration Rights Agreement. (iv) It is the intention of each party that this Section 8(o) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o). * * * * * *

Mutual General Release. (i) In consideration of the release set forth in Section 8(q)(ii9(q)(ii), effective as at the time of the Closing (the "Effective Time") each Investor, severally and not jointly, on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Investor Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii9(q)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Investor Claims"), that any of the Investor Releasing Persons had or currently has against (i) the Company, (ii) any of the Company's current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Company's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Company Released Persons"), including, without limitation, Investor Claims arising out of or relating to the Securities Purchase Agreement, the Articles of AmendmentRegistration Rights Agreement (as defined in the Securities Purchase Agreement), the Series B Registration Rights Certificate of Designations (as defined in the Securities Purchase Agreement), the Series B Warrants, the Redemption Agreement, the Redemption Registration Rights Agreement, the Exchanged Warrants and the New Old Warrants (collectively, the "Released Documents") (other than Investor Claims arising after out of or relating to Section 8 of the Effective TimeSecurities Purchase Agreement or the Transaction Documents). (ii) In further consideration of the Investors entering into this Agreementconsummation of the transactions contemplated hereby, effective as of at the Effective Time, Time the Company on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Company Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii9(q)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Company Claims"), that any of the Company Releasing Persons had or currently has against (i) the Investors, (ii) any of the Investors' respective current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Investors' or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Investor Released Persons"), including, without limitation, any Company Claims arising out of or relating to the Released Documents (other than arising out of or relating to the Transaction Documents). (iii) The Company and each of the Investors acknowledge acknowledges that the release set forth in Sections 8(q)(i9(q)(i) and 8(q)(ii9(q)(ii) above does not affect any claim which any Company Releasing Person or Investor Releasing Person may have under this Agreement, any of the Registration Rights Agreement, Sections 8, 9(m) other Transaction Documents or 9(p) Section 8 of the Securities Purchase Agreement, Section 6 or Section 7 of the Series B Registration Rights Agreement, Sections 8, 9(m) and 9(p) of the Redemption Agreement and Section 6 or Section 7 of the Redemption Registration Rights Agreement. (iv) It is the intention of each party that this Section 8(o) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o). * * * * * *

Mutual General Release. (i) 14.1 In consideration of the Company entering into this Agreement and the release set forth in Section 8(q)(ii)14.2, effective as of the Closing and the Effectiveness (the "Effective TimeEFFECTIVE TIME") each the Investor, severally and not jointly, on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Investor Releasing PersonsINVESTOR RELEASING PERSONS"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) 14.3 below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Investor ClaimsINVESTOR CLAIMS"), that any of the Investor Releasing Persons had or currently has as of the Effective Time against (i) the Company, (ii) any of the Company's current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Company's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families other than any attorney or law firm that delivered an opinion in connection with the Closing (as defined in the Subscription Agreement) (collectively, the "Company Released PersonsCOMPANY RELEASED PERSONS"), including, without limitation, Investor Claims arising out of or relating to the Securities Purchase Subscription Agreement, the Articles of Amendment, the Series B Registration Rights Agreement, the Series B Warrants, the Redemption Agreement, the Redemption Registration Rights Agreement, the Exchanged Warrants and the New Warrants Certificate of Designation (collectively, the "Released DocumentsRELEASED DOCUMENTS") other than Investor Claims arising after the Effective Time). (ii) 14.2 In further consideration of the Investors Investor's entering into this AgreementAgreement and the release set forth in Section 14.1, effective as of the Effective Time, the Company on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Company Releasing PersonsCOMPANY RELEASING PERSONS"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) 14.3 below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Company ClaimsCOMPANY CLAIMS"), that any of the Company Releasing Persons had or currently has as of the Effective Time against (i) the InvestorsInvestor, (ii) any of the Investors' Investor's respective current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Investors' Investor's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Investor Released PersonsINVESTOR RELEASED PERSONS"), including, without limitation, any Company Claims arising out of or relating to the Released Documents. (iii) 14.3 The Company and the Investor acknowledge that each of the Investors acknowledge that the release releases set forth in Sections 8(q)(i) 14.1 and 8(q)(ii) 14.2 above does not affect (a) any claim which any Company Releasing Person or Investor Releasing Person may have under this Agreement, the Registration Rights Agreement, Sections 8, 9(m) or 9(p) of the Securities Purchase Agreement, Section 6 or Section 7 of the Series B Registration Rights Agreement, Sections 8, 9(m) and 9(p) of the Redemption Agreement and Section 6 or Section 7 of the Redemption Registration Rights Agreement; (b) any claim which any Company Releasing Person may have under Section 4.1 of the Subscription Agreement; (c) any claim which an Investor Releasing Person may have with respect to (i) Section 6A of the Subscription Agreement, (ii) any breach by the Company of any of its representations and warranties set forth in any of Sections 3.3, 3.4(a), 3.4(b), 3.5, 3.7 or 3.14 or the first sentence of Section 3.9 of the Subscription Agreement or (iii) Section 10.3 of the Subscription Agreement with respect to the matters described in the immediately preceding clauses (i) and (ii); (d) subject to waivers contained in Sections 7, 8 and 9, any continuing or future obligation under the Certificate of Designation, Registration Rights Agreement and the following Sections of the Subscription Agreement: 5, 6, 6A, 7, 8, 9, 10.1, 12 and 13; and (e) any matter set forth in the Acknowledgment Letter, dated as of the date of this Agreement, delivered by the Chief Executive Officer of the Company to the Investor. (iv) It is the intention of each party that this Section 8(o) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o). * * * * * *

Mutual General Release. (i) i. In consideration of the release releases set forth in Section 8(q)(iiSections 9(p)(ii) and 9(p)(iii), effective as of the Closing (Closing, the "Effective Time") each Investor, severally and not jointly, on behalf of itself and , to the extent permitted by law, its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Investor Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii9(p)(iv) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Investor Claims"), that any of the Investor Releasing Persons had had, currently has or currently then has against (i) the Company, (ii) any of the Company's current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Company's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Company Released Persons"), including, without limitation, Investor Claims arising out of or relating to the Securities Purchase Agreement, the Articles of Amendment, Series A Registration Rights Agreement and the Series B Registration Rights Agreement, the Series B Warrants, the Redemption Agreement, the Redemption Registration Rights Agreement, the Exchanged Warrants and the New Warrants A Certificate of Designations (collectively, the "Released Documents") other than Investor Claims arising after the Effective TimeClosing. (ii) . In further consideration of the Investors Investor entering into this Agreement, effective as of the Effective Timedate of this Agreement, the Company on behalf of itself and and, to the extent permitted by law, its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Company Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii9(p)(iv) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Company Claims"), that any of the Company Releasing Persons had or currently has against (i) the InvestorsInvestor, (ii) any of the Investors' Investor's respective current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Investors' Investor's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Investor Released Persons"), including, without limitation, any Company Claims arising out of or relating to the Released Documents. (iii) The Company and each of ; provided, however, that if the Investors acknowledge that Investor breaches its obligations under Section 4(a), then the release set forth in this Section 9(p)(ii) shall be null and void and of no further force or effect. iii. In further consideration of the Investor entering into this Agreement, effective as of the Closing, the Company on behalf of itself and, to the extent permitted by law, the other Company Releasing Persons, hereby waives and releases, to the fullest extent permitted by law, but subject to Section 9(p)(iv) below, any and all Company Claims, that any of the Company Releasing Persons had, currently has or then has against any of the Investor Released Persons, including, without limitation, any Company Claims arising out of or relating to the Released Documents. iv. The Company and the Investor acknowledge that the releases set forth in Sections 8(q)(i9(p)(i), 9(p)(ii) and 8(q)(ii9(p)(iii) above does do not affect any claim which any Company Releasing Person or Investor Releasing Person may have under this Agreement, the Registration Rights Agreement, Sections 8, Section 8 or Section 9(m) or 9(p) of the Securities Purchase AgreementAgreement or Sections 5, Section 6 or Section 7 of the Series B A Registration Rights Agreement, Sections 8, 9(m) and 9(p) of the Redemption Agreement and Section 6 or Section 7 of the Redemption Registration Rights Agreement. (iv) It is the intention of each party that this Section 8(o) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o). * * * * * *

Mutual General Release. (i) In consideration of the release releases set forth in Section 8(q)(iiSections 9(p)(ii) and 9(p)(iii), effective as of the Closing (the "Effective Time") Closing, each Investor, severally and not jointly, on behalf of itself and and, to the extent permitted by law, its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Investor Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii9(p)(iv) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Investor Claims"), that any of the Investor Releasing Persons had had, currently has or currently then has against (i) the Company, (ii) any of the Company's current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Company's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Company Released Persons"), including, without limitation, Investor Claims arising out of or relating to the Securities Purchase First Redemption and Exchange Agreement, the Articles of Amendment, the Series B Amended and Restated Registration Rights Agreement, the Series B WarrantsCertificate of Designations, the Redemption Agreement, the Redemption Registration Rights Agreement, the Exchanged Warrants Series C Certificate of Designations and the New Warrants Series D Certificate of Designations (collectively, the "Released Documents") other than Investor Claims arising after the Effective TimeClosing. (ii) In further consideration of the Investors entering into this Agreement, effective as of the Effective Time, the Company on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Company Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Company Claims"), that any of the Company Releasing Persons had or currently has against (i) the Investors, (ii) any of the Investors' respective current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Investors' or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Investor Released Persons"), including, without limitation, any Company Claims arising out of or relating to the Released Documents. (iii) The Company and each of the Investors acknowledge that the release set forth in Sections 8(q)(i) and 8(q)(ii) above does not affect any claim which any Company Releasing Person or Investor Releasing Person may have under this Agreement, the Registration Rights Agreement, Sections 8, 9(m) or 9(p) of the Securities Purchase Agreement, Section 6 or Section 7 of the Series B Registration Rights Agreement, Sections 8, 9(m) and 9(p) of the Redemption Agreement and Section 6 or Section 7 of the Redemption Registration Rights Agreement. (iv) It is the intention of each party that this Section 8(o) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o). * * * * * *

Mutual General Release. (ia) In consideration ▇▇▇▇▇, on behalf of himself and his estate, heirs, executors and personal representatives, and the release set forth in Section 8(q)(ii), effective as of the Closing (the "Effective Time") each Investor, severally and not jointlyCompany, on behalf of itself and its predecessors, successors, assigns, agents and, in each case, all persons acting by, through, under or in concert with any of them, hereby release and discharge fully, finally and forever one another and their respective estate, heirs, executors, administratorspersonal representatives, deviseesemployees, trustees, partnersofficers, directors, officers, shareholders, employees, consultants, representativesstockholders, predecessors, principalssuccessors, assigns, agents, parentsattorneys and accountants, associatesand all persons acting by, affiliatesthrough, subsidiariesunder or in concert with any of them (individually and collectively, the "Released Parties") from all claims, demands, obligations, losses, causes of action, in law or in equity, costs, expenses, suits, debts, liens, promises, damages, attorneys' fees and liabilities of any nature whatsoever, accountantsknown or unknown, successorsfixed or contingent, successors-in-interest whether based upon contract, tort or statute which they now have or may hereafter have against the Released Parties by reason of any and assignees all acts, omissions, events or facts occurring or existing prior to the Effective Date (collectively, the "Investor Releasing PersonsReleased Matters"), hereby waives and releases, including but not limited to the fullest extent permitted by law, but subject to Section 8(q)(iii) below, following: any and all claims, rights and causes of action, whether known or unknown (collectively, the "Investor Claims"), that any alleged breach of the Investor Releasing Persons had 1998 Employment Agreement or currently has against (i) any other agreement or policy to which the CompanyCompany is a party; any alleged breach of any covenant of good faith and fair dealing, (ii) express or implied; any alleged torts or other alleged legal restrictions relating to ▇▇▇▇▇' employment and the termination thereof; and any alleged violation of the Company's current any federal, state or former parents, shareholders, affiliates, subsidiaries, predecessors local statute or assigns, or (iii) any of the Company's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Company Released Persons")ordinance, including, without limitation, Investor Claims Title VII of the Civil Rights Act of 1964, as amended; the Equal Pay Act, as amended; the Age Discrimination in Employment Act, as amended; the Americans With Disabilities Act, as amended; the Employee Retirement Income Security Act, as amended; the Older Workers Benefit Protection Act of 1990; the California Fair Employment and Housing Act, as amended; the California Labor Code, as amended; and/or any other local, state, or federal law governing discrimination in employment and/or the payment of wages and benefits, or any matters arising out of of, or relating to, ▇▇▇▇▇' employment relationship with the Company. Notwithstanding the foregoing, (a) the Released Matters shall not include, and nothing herein shall affect, any claim arising from or relating to the Securities Purchase Agreement, the Articles of Amendment, the Series B Registration Rights Agreement, the Series B Warrants, the Redemption Agreement, the Redemption Registration Rights Agreement, the Exchanged Warrants and the New Warrants (collectively, the "any breach by a Released Documents") other than Investor Claims arising after the Effective Time. (ii) In further consideration Party of the Investors entering into terms of this Agreement, effective as of the Effective Time, the Company on behalf of itself Agreement and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Company Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iiib) below, any and all claims, rights and causes of action, whether known nothing in this Agreement shall release ▇▇▇▇▇ or unknown (collectively, the "Company Claims"), that any of the Company Releasing Persons had or currently has against his related Released Parties from any liability (i) for breach of his duty of loyalty to the InvestorsCompany or its stockholders, (ii) any for acts or omissions not in good faith, or which involve intentional misconduct, a knowing violation of law or a violation of Section 16 under the Securities Exchange Act of 1934, as amended, (iii) under Section 174 of the Investors' respective current or former parents, shareholders, affiliates, subsidiaries, predecessors or assignsDelaware General Corporation Law, or (iiiiv) for any transaction from which he derived an improper personal benefit, none of which shall constitute Released Matters. (b) The parties agree that they shall not in any way on their own behalf or for any other person or entity, cause, support or assist in the Investors' instigation, maintenance or such other persons' pursuit of any action of any nature which has been, might have been or entities' current might be asserted by any person or former officersentity against the Released Parties in connection with the Released Matters. This Section 9 may be pleaded as a complete defense to, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Investor Released Persons"), including, without limitationmay be used as an injunction against bringing, any Company Claims claims released hereunder. (c) This Agreement is intended to cover all claims or possible claims arising out of or relating to the Released DocumentsMatters, whether the same are known, unknown or hereafter discovered or ascertained. THE PARTIES HEREIN ACKNOWLEDGE THAT THEY HAVE BEEN ADVISED OF AND ARE FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES AS FOLLOWS: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR. (iii) The Company and each of the Investors acknowledge that the release set forth in Sections 8(q)(i) and 8(q)(ii) above does not affect any claim which any Company Releasing Person or Investor Releasing Person may have under this Agreement" BEING AWARE OF SAID CODE SECTION, the Registration Rights Agreement▇▇▇▇▇ HEREBY EXPRESSLY WAIVES ANY RIGHTS HE MAY HAVE THEREUNDER, Sections 8, 9(m) or 9(p) of the Securities Purchase Agreement, Section 6 or Section 7 of the Series B Registration Rights Agreement, Sections 8, 9(m) and 9(p) of the Redemption Agreement and Section 6 or Section 7 of the Redemption Registration Rights AgreementAS WELL AS UNDER ANY OTHER STATUTES OR COMMON LAW PRINCIPLES OF SIMILAR EFFECT. (iv) It is the intention of each party that this Section 8(o) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o). * * * * * *

Mutual General Release. (i) i. In consideration of the release releases set forth in Section 8(q)(iiSections9(p)(ii) and 9(p)(iii), effective as of the Closing (Closing, the "Effective Time") each Investor, severally and not jointly, on behalf of itself and and, to the extent permitted by law, its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Investor Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii9(p)(iv) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Investor Claims"), that any of the Investor Releasing Persons had had, currently has or currently then has against (i) the Company, (ii) any of the Company's current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Company's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Company Released Persons"), including, without limitation, Investor Claims arising out of or relating to the Securities Purchase Agreement, the Articles of Amendment, Series A Registration Rights Agreement and the Series B Registration Rights Agreement, the Series B Warrants, the Redemption Agreement, the Redemption Registration Rights Agreement, the Exchanged Warrants and the New Warrants A Certificate of Designations (collectively, the "Released Documents") other than Investor Claims arising after the Effective TimeClosing. (ii) . In further consideration of the Investors Investor entering into this Agreement, effective as of the Effective Timedate of this Agreement, the Company on behalf of itself and and, to the extent permitted by law, its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-in- interest and assignees (collectively, the "Company Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii9(p)(iv) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Company Claims"), that any of the Company Releasing Persons had or currently has against (i) the InvestorsInvestor, (ii) any of the Investors' Investor's respective current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Investors' Investor's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Investor Released Persons"), including, without limitation, any Company Claims arising out of or relating to the Released Documents. (iii) The Company and each of ; provided, however, that if the Investors acknowledge that Investor breaches its obligations under Section 4(a), then the release set forth in this Section 9(p)(ii) shall be null and void and of no further force or effect. iii. In further consideration of the Investor entering into this Agreement, effective as of the Closing, the Company on behalf of itself and, to the extent permitted by law, the other Company Releasing Persons, hereby waives and releases, to the fullest extent permitted by law, but subject to Section 9(p)(iv) below, any and all Company Claims, that any of the Company Releasing Persons had, currently has or then has against any of the Investor Released Persons, including, without limitation, any Company Claims arising out of or relating to the Released Documents. iv. The Company and the Investor acknowledge that the releases set forth in Sections 8(q)(i9(p)(i), 9(p)(ii) and 8(q)(ii9(p)(iii) above does do not affect any claim which any Company Releasing Person or Investor Releasing Person may have under this Agreement, the Registration Rights Agreement, Sections 8, Section 8 or Section 9(m) or 9(p) of the Securities Purchase AgreementAgreement or Sections 5, Section 6 or Section 7 of the Series B A Registration Rights Agreement. For the avoidance of doubt, Sections 8the Company acknowledges and agrees that if any Series A Preferred Shares remain outstanding after the Closing, 9(m) such Series A Preferred Shares shall continue to have all the rights and 9(p) preferences set forth in the Series A Certificate of the Redemption Agreement and Section 6 or Section 7 of the Redemption Registration Rights Agreement. (iv) It is the intention of each party that this Section 8(o) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o)Designations. * * * * * *

Mutual General Release. (ia) In consideration of the release set forth in Section 8(q)(ii)5.06(b) below, effective as of the Closing (Closing, the "Effective Time") each Investor, severally and not jointlyStockholder, on behalf of itself and and, to the extent permitted by law, its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-in- interest and assignees (collectively, the "Investor Stockholder Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii5.06(c) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Investor Stockholder Claims"), that any of the Investor Stockholder Releasing Persons had or had, currently has or as of the Closing may have against (i) the Company, (ii) any of the Company's current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Company's or such other persons' or entities' current or former officers, directors, partners, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Company Released Persons"), including, without limitation, Investor Stockholder Claims arising out of or relating to the Securities Purchase Agreement, the Articles Series C Certificate of Amendment, Designations and the Series B Registration Rights Agreement, the Series B Warrants, the Redemption Agreement, the Redemption Registration Rights Agreement, the Exchanged Warrants and the New Warrants Agreement (collectively, the "Released Documents") other than Investor ). Notwithstanding the foregoing, nothing herein is intended to release any Stockholder Claims arising after the Effective TimeClosing. (iib) In consideration of the release set forth in Section 5.06(a) and in further consideration of the Investors Stockholder entering into this Agreement, effective as of the Effective TimeClosing, the Company on behalf of itself and and, to the extent permitted by law, its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-in- interest and assignees (collectively, the "Company Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii5.06(c) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Company Claims"), that any of the Company Releasing Persons had or had, currently has or as of the Closing may have against (i) the InvestorsStockholder, (ii) any of the Investors' respective Stockholder's current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Investors' Stockholder's or such other persons' or entities' current or former officers, directors, partners, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Investor Stockholder Released Persons"), including, without limitation, any Company Claims arising out of or relating to the Released Documents. Notwithstanding the foregoing, nothing herein is intended to release any Company Claims arising after the Closing. (iiic) The Company and each of the Investors Stockholder acknowledge that the release releases set forth in Sections 8(q)(i5.06(a) and 8(q)(ii(b) above does do not affect any claim which any Company Releasing Person or Investor Stockholder Releasing Person had, currently has or in the future may have under this Agreement, the Registration Rights Stockholder Note, the Subsidiary Exchange Agreement, Sections 8the Pledge Agreement, 9(m) or 9(pthe Collateral Agent Agreement, Section 8(I) of the Securities Purchase Agreement, Section Agreement (solely as it relates to third party claims) or Sections 6 or Section and 7 of the Series B Registration Rights Agreement, Sections 8, 9(m) and 9(p) of the Redemption Agreement and Section 6 or Section 7 of the Redemption Registration Rights Agreement. (iv) It is the intention of each party that this Section 8(o) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o). * * * * * *

Mutual General Release. (i) In consideration of the Employee, for Employee's part, shall and hereby does release set forth in Section 8(q)(ii)and forever discharge Employer, effective as of the Closing (the "Effective Time") each Investorand Employer's predecessors, severally and not jointlysuccessors, on behalf of itself and its heirs, assigns, executors, administrators, devisees, trustees, partners, directors, officers, shareholdersagents, employees, consultants, representatives, predecessors, principals, agents, parents, associatesattorneys, affiliates, subsidiaries, attorneysand any and all past or present officers and directors of Employer in their individual and representative capacities, accountantsand all of them, successorsas well as any and all persons acting or allegedly acting by, successors-in-interest and assignees under, through or in concert with any of them (collectively, the "Investor Releasing PersonsEmployer Releasees"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) below, against any and all claims, rights and damages, actions, causes of action, liabilities, judgments, liens, contracts, agreements, rights, debts, suits, obligations, promises, acts, costs and expenses (including, but not limited to, attorneys' fees), damages and charges of whatsoever nature, whether known or unknown unknown, suspected or unsuspected, foreseen or unforeseen, fixed or contingent, or ever filed or prosecuted (collectivelyhereinafter, the collectively referred to as "Investor Claims")) which Employee may now have, or claims to have, or any time heretofore had, or claimed to have had, against Employer Releasees as a result of things undertaken, said, stated, done or admitted to be done up to and including the date of this Agreement; PROVIDED HOWEVER that any Employee shall not be deemed to release Employer under this Section 4.4 for obligations of the Investor Releasing Persons had Employer arising out of this Agreement or currently has against (i) the CompanyIndemnification Agreement between Employer and Employee or any other rights Employee may have to indemnification or contribution from Employer. Excepting the obligations set forth in this Agreement, (ii) any of the Company's current or former parentsEmployer, shareholdersand its predecessors, successors, heirs, assigns, executors, administrators, agents, employees, representatives, attorneys, affiliates, subsidiaries, predecessors and any and all past or present officers and directors for their part, shall and hereby do release and forever discharge Employee and Employee's predecessors, successors, heirs, assigns, or (iii) any of the Company's or such other persons' or entities' current or former officers, directors, employees, agents, principalsrepresentatives, investorsattorneys executors and administrators and all of them ("Employee Releasees") against any and all Claims (as defined in the preceding paragraph) which Employer may now have, signatoriesor claims to have, advisorsor at any time heretofore had or claimed to have had against Employee Releasees as a result of things undertaken, consultantssaid, spousesstated, heirsdone or admitted to be done up to and including the date of this Agreement; PROVIDED HOWEVER that if Employer at any time before the Resignation Date or on or before the day six months after the Resignation Date, estatesdiscovers that Employee has stolen, executorstaken, attorneysdestroyed, auditors or otherwise tampered with any confidential materials and/or information of Employer, or has disclosed any confidential materials and/or information of Employer to any third party without the express written authorization of Employer (other than actions taken by Employee in good faith and associates in the normal course of business in her capacity as an officer of Employer and members for the benefit and in the best interests of their immediate families (collectively, the "Company Released Persons"Employer), includingduring Employee's term of employment or following the Resignation Date, without limitationEmployer (i) shall not be deemed to have released Employee from any liability for such action and Employer shall file an action, Investor Claims claim or suit against Employee for such actions discovered within seven months after the Resignation Date and (ii) that Employer shall not be deemed to release Employee under this Section 4.4 for obligations of the Employee arising out of or relating to the Securities Purchase Agreement, the Articles of Amendment, the Series B Registration Rights Agreement, the Series B Warrants, the Redemption Agreement, the Redemption Registration Rights Agreement, the Exchanged Warrants Confidentiality Agreement between Employer and the New Warrants (collectively, the "Released Documents") other than Investor Claims arising after the Effective TimeEmployee. (ii) In further consideration of the Investors entering into this Agreement, effective as of the Effective Time, the Company on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Company Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Company Claims"), that any of the Company Releasing Persons had or currently has against (i) the Investors, (ii) any of the Investors' respective current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Investors' or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Investor Released Persons"), including, without limitation, any Company Claims arising out of or relating to the Released Documents. (iii) The Company and each of the Investors acknowledge that the release set forth in Sections 8(q)(i) and 8(q)(ii) above does not affect any claim which any Company Releasing Person or Investor Releasing Person may have under this Agreement, the Registration Rights Agreement, Sections 8, 9(m) or 9(p) of the Securities Purchase Agreement, Section 6 or Section 7 of the Series B Registration Rights Agreement, Sections 8, 9(m) and 9(p) of the Redemption Agreement and Section 6 or Section 7 of the Redemption Registration Rights Agreement. (iv) It is the intention of each party that this Section 8(o) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o). * * * * * *

Mutual General Release. (i) In consideration of the release releases set forth in Section 8(q)(iiSections 9(p)(ii) and 9(p)(iii), effective as of the Closing (Closing, the "Effective Time") each Investor, severally and not jointly, on behalf of itself and and, to the extent permitted by law, its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Investor Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii9(p)(iv) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Investor Claims"), that any of the Investor Releasing Persons had had, currently has or currently then has against (i) the Company, (ii) any of the Company's current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Company's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Company Released Persons"), including, without limitation, Investor Claims arising out of or relating to the Securities Purchase First Redemption and Exchange Agreement, the Articles of Amendment, the Series B Amended and Restated Registration Rights Agreement, the Series B Warrants, the Redemption Agreement, the Redemption Registration Rights Agreement, the Exchanged Warrants Certificate of Designations and the New Warrants Series C Certificate of Designations (collectively, the "Released Documents") other than Investor Claims arising after the Effective TimeClosing. (ii) In further consideration of the Investors entering into this Agreement, effective as of the Effective Time, the Company on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Company Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Company Claims"), that any of the Company Releasing Persons had or currently has against (i) the Investors, (ii) any of the Investors' respective current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Investors' or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Investor Released Persons"), including, without limitation, any Company Claims arising out of or relating to the Released Documents. (iii) The Company and each of the Investors acknowledge that the release set forth in Sections 8(q)(i) and 8(q)(ii) above does not affect any claim which any Company Releasing Person or Investor Releasing Person may have under this Agreement, the Registration Rights Agreement, Sections 8, 9(m) or 9(p) of the Securities Purchase Agreement, Section 6 or Section 7 of the Series B Registration Rights Agreement, Sections 8, 9(m) and 9(p) of the Redemption Agreement and Section 6 or Section 7 of the Redemption Registration Rights Agreement. (iv) It is the intention of each party that this Section 8(o) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o). * * * * * *

Mutual General Release. (i) In consideration of the release set forth in Section 8(q)(ii), effective as of the Closing (the "Effective TimeEFFECTIVE TIME") each Investor, severally and not jointly, on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Investor Releasing PersonsINVESTOR RELEASING PERSONS"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Investor ClaimsINVESTOR CLAIMS"), that any of the Investor Releasing Persons had or currently has against (i) the Company, (ii) any of the Company's current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Company's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Company Released PersonsCOMPANY RELEASED PERSONS"), including, without limitation, Investor Claims arising out of or relating to the Series D Securities Purchase Agreement, the Articles of AmendmentWaiver Agreement, the Series B F Exchange Agreement, the Series H Securities Purchase Agreement, the Series D Warrants, the Series H Warrants, the Series D Certificate of Designations, the Series F Certificate of Designations, the Series H Certificate of Designations, the Series D Registration Rights Agreement, the Series B Warrants, the Redemption Agreement, the Redemption F Registration Rights Agreement, the Exchanged Warrants and Series H Registration Rights Agreement or any of the New Warrants Side Letter Agreements (collectively, the "Released DocumentsRELEASED DOCUMENTS") other than Investor Claims arising after the Effective Time. (ii) In further consideration of the Investors entering into this Agreement, effective as of the Effective Time, the Company on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Company Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Company Claims"), that any of the Company Releasing Persons had or currently has against (i) the Investors, (ii) any of the Investors' respective current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Investors' or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Investor Released Persons"), including, without limitation, any Company Claims arising out of or relating to the Released Documents. (iii) The Company and each of the Investors acknowledge that the release set forth in Sections 8(q)(i) and 8(q)(ii) above does not affect any claim which any Company Releasing Person or Investor Releasing Person may have under this Agreement, the Registration Rights Agreement, Sections 8, 9(m) or 9(p) of the Securities Purchase Agreement, Section 6 or Section 7 of the Series B Registration Rights Agreement, Sections 8, 9(m) and 9(p) of the Redemption Agreement and Section 6 or Section 7 of the Redemption Registration Rights Agreement. (iv) It is the intention of each party that this Section 8(o) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o). * * * * * *

Mutual General Release. (i) In consideration of the release releases set forth in Section 8(q)(iiSections 9(p)(ii) and 9(p)(iii), effective as of the Closing (the "Effective Time") Closing, each Investor, severally and not jointly, on behalf of itself and and, to the extent permitted by law, its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successorssuccesors-in-interest and assignees (collectively, the "Investor Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii9(p)(iv) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Investor Claims"), that any of the Investor Releasing Persons had had, currently has or currently then has against (i) the Company, (ii) any of the Company's current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Company's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Company Released Persons"), including, without limitation, Investor Claims arising out of or relating to the Securities Purchase Agreement, the Articles of Amendment, Series A Registration Rights Agreement and the Series B Registration Rights Agreement, the Series B Warrants, the Redemption Agreement, the Redemption Registration Rights Agreement, the Exchanged Warrants and the New Warrants A Certificate of Designations (collectively, the "Released Documents") other than Investor Claims arising after the Effective TimeClosing. (ii) In further consideration of the Investors entering into this Agreement, effective as of the Effective Time, the Company on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Company Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Company Claims"), that any of the Company Releasing Persons had or currently has against (i) the Investors, (ii) any of the Investors' respective current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Investors' or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Investor Released Persons"), including, without limitation, any Company Claims arising out of or relating to the Released Documents. (iii) The Company and each of the Investors acknowledge that the release set forth in Sections 8(q)(i) and 8(q)(ii) above does not affect any claim which any Company Releasing Person or Investor Releasing Person may have under this Agreement, the Registration Rights Agreement, Sections 8, 9(m) or 9(p) of the Securities Purchase Agreement, Section 6 or Section 7 of the Series B Registration Rights Agreement, Sections 8, 9(m) and 9(p) of the Redemption Agreement and Section 6 or Section 7 of the Redemption Registration Rights Agreement. (iv) It is the intention of each party that this Section 8(o) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o). * * * * * *

Mutual General Release. (i) In consideration of the release releases set forth in Section 8(q)(iiSections 9(p)(ii) and 9(p)(iii), effective as of the Closing (Closing, the "Effective Time") each Investor, severally and not jointly, on behalf of itself and and, to the extent permitted by law, its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-in- interest and assignees (collectively, the "Investor Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii9(p)(iv) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Investor Claims"), that any of the Investor Releasing Persons had had, currently has or currently then has against (i) the Company, (ii) any of the Company's current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Company's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Company Released Persons"), including, without limitation, Investor Claims arising out of or relating to the Securities Purchase Agreement, the Articles of Amendment, Series A Registration Rights Agreement and the Series B Registration Rights Agreement, the Series B Warrants, the Redemption Agreement, the Redemption Registration Rights Agreement, the Exchanged Warrants and the New Warrants A Certificate of Designations (collectively, the "Released Documents") other than Investor Claims arising after the Effective TimeClosing. (ii) In further consideration of the Investors entering into this Agreement, effective as of the Effective Time, the Company on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Company Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Company Claims"), that any of the Company Releasing Persons had or currently has against (i) the Investors, (ii) any of the Investors' respective current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Investors' or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Investor Released Persons"), including, without limitation, any Company Claims arising out of or relating to the Released Documents. (iii) The Company and each of the Investors acknowledge that the release set forth in Sections 8(q)(i) and 8(q)(ii) above does not affect any claim which any Company Releasing Person or Investor Releasing Person may have under this Agreement, the Registration Rights Agreement, Sections 8, 9(m) or 9(p) of the Securities Purchase Agreement, Section 6 or Section 7 of the Series B Registration Rights Agreement, Sections 8, 9(m) and 9(p) of the Redemption Agreement and Section 6 or Section 7 of the Redemption Registration Rights Agreement. (iv) It is the intention of each party that this Section 8(o) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o). * * * * * *

Mutual General Release. (i) In consideration of the release releases set forth in Section 8(q)(iiSections 9(p)(ii) and 9(p)(iii), effective as of the Closing (Closing, the "Effective Time") each Investor, severally and not jointly, on behalf of itself and and, to the extent permitted by law, its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Investor Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii9(p)(iv) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Investor Claims"), that any of the Investor Releasing Persons had had, currently has or currently then has against (i) the Company, (ii) any of the Company's current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Company's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Company Released Persons"), including, without limitation, Investor Claims arising out of or relating to the Securities Purchase First Redemption and Exchange Agreement, the Articles of Amendment, Amended and Restated Registration Rights Agreement and the Series B Registration Rights Agreement, the Series B Warrants, the Redemption Agreement, the Redemption Registration Rights Agreement, the Exchanged Warrants and the New Warrants Certificate of Designations (collectively, the "Released Documents") other than Investor Claims arising after the Effective TimeClosing. (ii) In further consideration of the Investors entering into this Agreement, effective as of the Effective Time, the Company on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Company Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Company Claims"), that any of the Company Releasing Persons had or currently has against (i) the Investors, (ii) any of the Investors' respective current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Investors' or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Investor Released Persons"), including, without limitation, any Company Claims arising out of or relating to the Released Documents. (iii) The Company and each of the Investors acknowledge that the release set forth in Sections 8(q)(i) and 8(q)(ii) above does not affect any claim which any Company Releasing Person or Investor Releasing Person may have under this Agreement, the Registration Rights Agreement, Sections 8, 9(m) or 9(p) of the Securities Purchase Agreement, Section 6 or Section 7 of the Series B Registration Rights Agreement, Sections 8, 9(m) and 9(p) of the Redemption Agreement and Section 6 or Section 7 of the Redemption Registration Rights Agreement. (iv) It is the intention of each party that this Section 8(o) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o). * * * * * *

Mutual General Release. (iA) In consideration of the release set forth in Section 8(q)(ii)▇▇▇▇▇, effective as of the Closing (the "Effective Time") each Investor, severally for himself and not jointly, on behalf of itself his beneficiaries, affiliates, predecessors, successors and its assigns, related parties or entities, employees, attorneys agents and representatives (collectively the “▇▇▇▇▇ Releasing Parties”) hereby fully, irrevocably, unconditionally and forever releases, remises, quit-claims and fully and forever discharges each of the Nationwide Parties and each of their respective heirs, executors, administrators, deviseesparent corporations, trusteessubsidiaries, partnersdivisions, directors, officers, shareholders, employees, consultants, representativesaffiliates, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Investor Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Investor Claims"), that any of the Investor Releasing Persons had or currently has against (i) the Company, (ii) any of the Company's current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, related companies or (iii) any entities and each of the Company's or such other persons' or entities' current their respective present or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executorsshareholders, attorneys, auditors insurers, agents and associates and members of their immediate families representatives (collectivelyeach solely in his, her or its respective capacity as such) (collectively the "Company “Nationwide Released Persons"), including, without limitation, Investor Claims arising out of or relating to the Securities Purchase Agreement, the Articles of Amendment, the Series B Registration Rights Agreement, the Series B Warrants, the Redemption Agreement, the Redemption Registration Rights Agreement, the Exchanged Warrants and the New Warrants (collectively, the "Released Documents"Parties”) other than Investor Claims arising after the Effective Time. (ii) In further consideration of the Investors entering into this Agreement, effective as of the Effective Time, the Company on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Company Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) below, from any and all claims, demands, damages, accounts, debts, liens, suits, actions and rights and or causes of action, including, but not limited to, claims for attorneys’ fees, of every kind and description, whether known or unknown unknown, suspected or unsuspected, including but not limited to claims for contribution or indemnity, which they now have or have had, or hereafter can, shall or may have against any of the Nationwide Released Parties for or by reason of any matter, event, thing, act, transaction or occurrence whatsoever occurring or arising prior to the execution of this Agreement. Claims based on a failure to perform under this Agreement and the Nationwide Settlement Agreements shall not be included in the foregoing release. (B) Each of the Nationwide Parties, for itself and on behalf of its beneficiaries, affiliates, predecessors, successors and assigns, related parties or entities, employees, attorneys agents and representatives (collectively the “Nationwide Releasing Parties”) hereby fully, irrevocably, unconditionally and forever releases, remises, quit-claims and fully and forever discharges ▇▇▇▇▇ and each of his employees, attorneys, insurers, agents and representatives (each solely in his, her or its respective capacity as such) (collectively the “▇▇▇▇▇ Released Parties”) from any and all claims, demands, damages, accounts, debts, liens, suits, actions and rights or causes of action, including, but not limited to, claims for attorneys’ fees, of every kind and description, whether known or unknown, suspected or unsuspected, including but not limited to claims for contribution or indemnity (collectively, the "Company “Claims"”), that which they now have or have had, or hereafter can, shall or may have against any of the Company Releasing Persons had ▇▇▇▇▇ Released Parties for or currently has against (i) by reason of any matter, event, thing, act, transaction or occurrence whatsoever, including without limitation Claims related to ▇▇▇▇▇’▇ actions or inactions in performing his duties for or on behalf of the InvestorsNationwide Parties, (ii) occurring or arising prior to the execution of this Agreement. Claims based on a failure to perform under this Agreement or the ▇▇▇▇▇ Settlement Agreements shall not be included in the foregoing release. The Retail Note holders are not ▇▇▇▇▇ Released Parties, and nothing in this Agreement will be construed as a release of any kind by any of the Investors' respective current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) Nationwide Parties in favor of any of the Investors' or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectivelyRetail Note holders. Notwithstanding that, the "Investor Released Persons")Nationwide Parties covenant that they will not assert any claim against any Retail Note holder as a defense to collection on amounts due under the Retail Note Payment Schedule. The Nationwide Parties represent and warrant that they are not aware of any act or omission by ▇▇▇▇▇ that would constitute a breach of the Non-compete Agreement. (C) The Parties understand and acknowledge that there is a risk that subsequent to the execution of this Agreement they may discover, includingincur or suffer losses, without limitationdamages or injuries that are in some way caused by or related to the released claims, but that are unknown or unanticipated, for whatever reason, at the time of the execution of this Agreement. Further, the Parties understand that there is a risk that loss or damage presently known to some or all of the parties may be or become, for whatever reason, greater than what they now expect or anticipate. The Parties intend that the releases contained herein shall apply to all unknown and unanticipated damage, loss, costs or expenses in any Company Claims way arising out of from or relating to the Released Documents. (iii) claims released herein, as well as those known and anticipated, and upon advice of legal counsel, all parties to this Agreement knowingly, voluntarily, intentionally and expressly waive against the other all rights under California Civil Code Section 1542, which provides as follows: A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor. The Company Parties each hereby expressly waive the provisions of Section 1542 of the Civil Code as it applies to unknown claims within the scope of the releases herein, and each acknowledge that they have all been advised by their respective counsel as to the significance of the Investors acknowledge waivers of Section 1542 hereunder, and that the release set forth waivers are made knowingly and voluntarily. Other than as to claims specifically retained in Sections 8(q)(i) and 8(q)(ii) above does not affect any claim which any Company Releasing Person or Investor Releasing Person may have under this Agreement, the Registration Rights Agreement▇▇▇▇▇ Settlement Agreements and the Nationwide Settlement Agreements, Sections 8, 9(m) or 9(p) of the Securities Purchase Agreement, Section 6 or Section 7 of the Series B Registration Rights Agreement, Sections 8, 9(m) and 9(p) of the Redemption Agreement and Section 6 or Section 7 of the Redemption Registration Rights Agreementthis is a general release. (iv) It is the intention of each party that this Section 8(o) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o). * * * * * *

Mutual General Release. (i) i. In consideration of the release set forth in Section 8(q)(ii8(o)(ii), effective as of the Closing (the "Effective TimeEFFECTIVE TIME") each Investor, severally and not jointly, on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Investor Releasing PersonsINVESTOR RELEASING PERSONS"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii8(o)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Investor ClaimsINVESTOR CLAIMS"), that any of the Investor Releasing Persons had or currently has against (i) the Company, (ii) any of the Company's current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Company's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Company Released PersonsCOMPANY RELEASED PERSONS"), including, without limitation, Investor Claims arising out of or relating to the Securities Purchase Agreement, the Articles of Amendment, the Series B Registration Rights Agreement, the Series B Warrants, the Redemption Agreement, the Redemption Registration Rights Agreement, the Exchanged Warrants and the New Warrants Certificate of Designations (collectively, the "Released DocumentsRELEASED DOCUMENTS") other than Investor Claims arising after the Effective Time. (ii) . In further consideration of the Investors entering into this Agreement, effective as of the Effective Time, the Company on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Company Releasing PersonsCOMPANY RELEASING PERSONS"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii8(o)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Company ClaimsCOMPANY CLAIMS"), that any of the Company Releasing Persons had or currently has against (i) the Investors, (ii) any of the Investors' respective current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Investors' or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Investor Released PersonsINVESTOR RELEASED PERSONS"), including, without limitation, any Company Claims arising out of or relating to the Released Documents. (iii) . The Company and each of the Investors acknowledge that the release set forth in Sections 8(q)(i8(o)(i) and 8(q)(ii8(o)(ii) above does not affect any claim which any Company Releasing Person or Investor Releasing Person may have under this Agreement, the Registration Rights Agreement, Sections 8, 9(m) or 9(pAgreement and Section 9(k) of the Securities Purchase Agreement, Section 6 or Section 7 of the Series B Registration Rights Agreement, Sections 8, 9(m) and 9(p) of the Redemption Agreement and Section 6 or Section 7 of the Redemption Registration Rights Agreement. (iv) . It is the intention of each party that this Section 8(o) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o). In furtherance of this intention, each party acknowledges that it is familiar with Section 1542 of the California Civil Code which provides as follows: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT NOW KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR. Each party hereby waives and relinquishes every right or benefit which it may have under Section 1542 or the California Civil Code to the extent that it may lawfully waive such right or benefit pertaining to the subject matter of this Agreement. Each party acknowledges that the foregoing waiver was separately bargained for and is a key element of the Agreement of which this release is a part. * * * * * *

Mutual General Release. (i) In consideration of the release releases set forth in Section 8(q)(iiSections 9(p)(ii) and 9(p)(iii), effective as of the Closing (Closing, the "Effective Time") each Investor, severally and not jointly, on behalf of itself and , to the extent permitted by law, its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-in- interest and assignees (collectively, the "Investor Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii9(p)(iv) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Investor Claims"), that any of the Investor Releasing Persons had had, currently has or currently then has against (i) the Company, (ii) any of the Company's current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Company's or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Company Released Persons"), including, without limitation, Investor Claims arising out of or relating to the Securities Purchase Agreement, the Articles of Amendment, Series A Registration Rights Agreement and the Series B Registration Rights Agreement, the Series B Warrants, the Redemption Agreement, the Redemption Registration Rights Agreement, the Exchanged Warrants and the New Warrants A Certificate of Designations (collectively, the "Released Documents") other than Investor Claims arising after the Effective TimeClosing. (ii) In further consideration of the Investors entering into this Agreement, effective as of the Effective Time, the Company on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "Company Releasing Persons"), hereby waives and releases, to the fullest extent permitted by law, but subject to Section 8(q)(iii) below, any and all claims, rights and causes of action, whether known or unknown (collectively, the "Company Claims"), that any of the Company Releasing Persons had or currently has against (i) the Investors, (ii) any of the Investors' respective current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Investors' or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "Investor Released Persons"), including, without limitation, any Company Claims arising out of or relating to the Released Documents. (iii) The Company and each of the Investors acknowledge that the release set forth in Sections 8(q)(i) and 8(q)(ii) above does not affect any claim which any Company Releasing Person or Investor Releasing Person may have under this Agreement, the Registration Rights Agreement, Sections 8, 9(m) or 9(p) of the Securities Purchase Agreement, Section 6 or Section 7 of the Series B Registration Rights Agreement, Sections 8, 9(m) and 9(p) of the Redemption Agreement and Section 6 or Section 7 of the Redemption Registration Rights Agreement. (iv) It is the intention of each party that this Section 8(o) shall be effective as a final accord and satisfaction and release of each and every Investor Claim and Company Claim, except as otherwise specifically provided in this Section 8(o). * * * * * *