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subject matter hereof. 5.5 Governing Law. This Agreement shall be governed by and construed exclusively in accordance with the internal laws of the State of New York as applied to agreements among New York residents entered into and to be performed entirely within New York. 5.6 Severability. If any provision o
ant to this Section 2.1 a certificate signed by the President or Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such registration statement to be filed and it is therefore
ed to have been given when received. 14. Governing Law. This Note shall be governed by, and construed and enforced in accordance with, the laws of the State of New York, excluding conflict of laws principles that would cause the application of laws of any other jurisdiction. 15. Information Rights. Upon request of
Price, the Series A-1 Purchase Price shall be adjusted to equal the price per share paid for such equity securities (as calculated in good faith by the Board of Directors of the Company). "Excluded Equity" means: (i) equity issued upon exercise or conversion of presently outstanding exercisable or convertible securities
future holder of the securities purchased hereunder. 8.2 Governing Law. This Agreement shall be governed in all respects by the internal laws of the State of New York, without reference to principles of choice of law. 8.3 Survival. Unless otherwise set forth in this Agreement, the representations, warranties cov
ant to this Section 2.1 a certificate signed by the President or Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such registration statement to be filed and it is therefore
Entities connected to both the State of New York and the Board of Directors of

Jeffrey Epstein
PERSON
JPMorgan Chase
ORGANIZATION
United States
LOCATION
Federal Reserve
ORGANIZATIONDarren Indyke
PERSON
George W. Bush
PERSON
New York
LOCATIONLeon Black
PERSON
New York City
LOCATION
Samantha Power
PERSON
U.S. Virgin Islands
LOCATION
Financial Trust Company
ORGANIZATIONDeutsche Bank Securities Inc.
ORGANIZATION
Eric Holder
PERSON
Virginia Giuffre
PERSONSouthern Trust Company
ORGANIZATION
Richard Kahn
PERSON
Prince Andrew
PERSON
Larry Page
PERSONthe Securities and Exchange Commission
ORGANIZATION