Miscellaneous Clause Example from Business Contracts

Miscellaneous. 13.1. Counterparts. This Agreement may be executed in any number of counterparts by original, facsimile or email signature. All executed counterparts shall constitute one Agreement not withstanding that all signatories are not signatories to the original or the same counterpart. Facsimile and scanned signatures are considered original signatures. 13.2. Severability. This Agreement is not severable. If any term in this Agreement is found by a court of competent jurisdiction to be unenforceable, t...hen the entire Agreement shall be rescinded, the outstanding principal and accrued and unpaid interest including Default Interest, at such time, not converted by the Investor in accordance with this Agreement shall be returned in its entirety and all remaining Conversion Shares in the possession or control of the Investor or reserved by the Company's Transfer Agent shall be released and returned to the Issuer. 13.3. Legal Fees. Except as provided in this agreement, each Party will bear its own legal expenses in the execution of this Agreement. If the Issuer defaults and the Investor is required to expend funds for legal fees and expenses, such costs will be reimbursed to the Investor, solely by the Issuer. 13.4. Trading Activities. Neither the Buyer nor their affiliates has an open short position in the common stock of the Company and the Buyer agree that they shall not, and that they will cause their affiliates not to, engage in any short sales of or hedging transactions with respect to the common stock of the Company. 13.5. Modification. This Agreement and the Note may only be modified in a writing signed by all Parties. View More