Subscription Agreement Tax Indemnity

(viii) a loan, debt guarantee or credit contract, loan, loan, mortgage, withdrawal or other binding commitment (with XC`s Derasi and its subsidiaries) underwritten or underwritten outside of ordinary transactions related to a debt of more than USD 10 million; (e) modifying or replacing some existing XC contracts. XC will encourage its affiliates (if any) to make appropriate efforts with the counterparties of the agreements described in Section 5.17 (e) of the Affiliate Patent Cross Licenses (Affiliate Patent Cross Licenses) as soon as possible after the date of this agreement, to allow for amendments or other agreements related to affiliate-Cross licenses, to the rights granted to Section 2.30 independent investigation to exclude or limit. XC acknowledges and consents: (a) that, with the exception of the FH`s specific assurances and guarantees to Article 3 of this agreement (which, to the extent provided for by this agreement, contain and are subject to the FH`s letter of disclosure), or Article 2 or Article 3 of the withdrawal agreement (which, to the extent provided for by the withdrawal agreement) , the letter from the FH (as defined in the withdrawal agreement) and the FX disclosure letter (as defined in the withdrawal agreement), as defined in the withdrawal agreement), makes none of the FH, their subsidiaries or related companies and their shareholders, supervisors and representatives (and XC have not abandoned themselves), explicit or implied assurance , written or oral regarding either its subsidiaries or related companies and their activities, operations, technologies, assets, liabilities, corporate results (; financial situation, outlook, projections, budgets, estimates or operational indicators) or on the accuracy or accuracy of the information provided, document or agreement statements submitted under this agreement or withdrawal agreement, as well as all statements and forecasts , estimates or other forward-looking information (including in all management presentations, information or descriptive memorandums, certain “data rooms” managed by the FH. , shareholders or agents, and (b) that none of the FH, its subsidiaries or subsidiaries, shareholders or representatives has any responsibility or liability with respect to XC, its related companies or their subsidiaries. , to the widest possible extent permitted by law. , shareholders or agents, on any basis (including contractual or unlawful acts, under federal laws or state securities laws or otherwise) based on information provided or provided to XC, its associated subsidiaries or any of their respective subsidiaries, shareholders or representatives, except to the extent expressly specified in this agreement and excluding liability or liability.