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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
. The Purchasers and the Company shall have entered into the Rights Agreement in substantially the form attached hereto as Exhibit D. 5.5 Right of First Refusal and Co-Sale Agreement. The Co-Sale Agreement in substantially the form attached hereto as Exhibit E shall have been executed and delivered by the p
Holders. WEST \ 240047063 6 8 EFTA00298915 (e) Governing Law. This Agreement will be governed by and construed in accordance with the laws of the State of New York as such laws are applied to agreements between New York residents entered into and to be performed entirely within New York without regard to confl
et forth in subsections (b) and (c) hereof, except that each Common Holder and each Major Investor shall be permitted to Transfer, and the Right of First Refusal shall not apply to the Transfer or Transfers of, in the aggregate over the term of this Agreement, up to five percent (5%) of the Common Holder's St
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
. The Purchasers and the Company shall have entered into the Rights Agreement in substantially the form attached hereto as Exhibit D. 5.5 Right of First Refusal and Co-Sale Agreement. The Co-Sale Agreement in substantially the form attached hereto as Exhibit E shall have been executed and delivered by the p
Entities connected to both the State of New York and First Refusal

Jeffrey Epstein
PERSON
United States
LOCATIONLeon Black
PERSON
Samantha Power
PERSON
Eric Holder
PERSONthe Securities and Exchange Commission
ORGANIZATIONSouthern Trust Company
ORGANIZATIONFederal, State
ORGANIZATION
George Mitchell
PERSON
the Board of Directors
ORGANIZATIONElysium Management LLC
ORGANIZATIONReliance
ORGANIZATIONPurchase
LOCATIONJonathan Leitersdorf
PERSON
Wilmington
LOCATIONthe Common Stock
ORGANIZATIONAdFin Solutions
ORGANIZATIONEast Palo Alto
LOCATIONMatt Oshinsky
PERSONthe Offered Interests
ORGANIZATION