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12.2.1 The portion of the Purchase Price to be paid at Closing pursuant to Section 2 <br /> hereof, <br /> 12.2.2 The Note; <br /> 12.2.3 The Security Documents; and <br /> 12.2.4 Such other documents,instruments or certificates as shall reasonably be requested <br /> by Seller or its counsel. <br /> 13. BROKERS AND FINDERS. Each party hereto represents and warrants to the other that <br /> he or it has not employed or retained any broker or finder in connection with the transactions <br /> contemplated by this Agreement nor has such party had any dealings with any-person which may <br /> entitle that person or any entity to a fee or commission from any other party hereto. Each party <br /> hereby indemnifies and holds harmless the others from and against any claim, demand or <br /> damages whatsoever by virtue of any arrangement or commitment made by such party with or to <br /> any person that may entitle such person or any entity to any fee or commission from any other <br /> party to this Agreement. <br /> 14. RIGHTS, OBLIGATIONS AND REMEDIES. All remedies available to any party <br /> hereto in the event of a breach hereunder by the other party shall be cumulative, to the fullest <br /> extent allowed by applicable law. As the Shares are unique and any violation of this Agreement <br /> may result in damages which are irreparable and difficult to measure,Purchasers shall each have <br /> the right and privilege to obtain, in addition to all other remedies which may be available under <br /> applicable law, equitable relief including, without limitation, the specific enforcement of this <br /> Agreement in the event of any violation hereof by Seller. <br /> 15. ENTIRE AGREEMENT,AMENDMENT,MODIFICATION OR TERNIINATION. <br /> This Agreement (which for all purposes shall include all the Exhibits hereto) contains the entire <br /> understanding among the parties hereto with respect to the subject matter hereof, and supersedes <br /> all prior agreements and understandings, inducements and conditions, express or implied, oral or <br /> written, except as herein contained. This Agreement may be amended, modified or terminated at <br /> any time or times only by the written agreement of all parties hereto. <br /> SPA Anson TCV Clean 052814 13 <br />