INTERPRETATION.
8.5
SEVERABILITY.
IF ANY PROVISION OF THIS AGREEMENT IS INVALID OR
UNENFORCEABLE UNDER ANY APPLICABLE STATUTE OR RULE OF LAW, THEN SUCH PROVISION
WILL BE DEEMED MODIFIED IN ORDER TO CONFORM WITH SUCH STATUTE OR RULE OF LAW.
ANY PROVISION HEREOF THAT MAY PROVE INVALID OR UNENFORCEABLE UNDER ANY LAW WILL
NOT AFFECT THE VALIDITY OR ENFORCEABILITY OF ANY OTHER PROVISION HEREOF.
8.6
ENTIRE AGREEMENT; AMENDMENTS.
THIS AGREEMENT (INCLUDING ALL
SCHEDULES AND EXHIBITS HERETO) CONSTITUTES THE ENTIRE AGREEMENT AMONG THE
PARTIES HERETO WITH RESPECT TO THE SUBJECT MATTER HEREOF AND THEREOF.
THERE ARE
NO RESTRICTIONS, PROMISES, WARRANTIES OR UNDERTAKINGS, OTHER THAN THOSE SET
FORTH OR REFERRED TO HEREIN OR THEREIN.
THIS AGREEMENT SUPERSEDES ALL PRIOR
AGREEMENTS AND UNDERSTANDINGS AMONG THE PARTIES HERETO WITH RESPECT TO THE
SUBJECT MATTER HEREOF.
NO PROVISION OF THIS AGREEMENT MAY BE WAIVED OR AMENDED
OTHER THAN BY AN INSTRUMENT IN WRITING SIGNED BY THE PARTY TO BE CHARGED WITH
ENFORCEMENT.
ANY AMENDMENT OR WAIVER BY A PARTY EFFECTED IN ACCORDANCE WITH
THIS SECTION 8.6 SHALL BE BINDING UPON SUCH PARTY, INCLUDING WITH RESPECT TO ANY
SECURITIES PURCHASED UNDER THIS AGREEMENT AT THE TIME OUTSTANDING AND HELD BY
SUCH PARTY (INCLUDING SECURITIES INTO WHICH SUCH SECURITIES ARE CONVERTIBLE AND
FOR WHICH SUCH SECURITIES ARE EXERCISABLE) AND EACH FUTURE HOLDER OF ALL SUCH
SECURITIES.
8.7
NOTICES.
ALL NOTICES REQUIRED OR PERMITTED HEREUNDER SHALL BE IN
WRITING AND SHALL BE DEEMED EFFECTIVELY GIVEN:
(A) UPON PERSONAL DELIVERY TO
THE PARTY TO BE NOTIFIED, (B) PROVIDED THAT THE RECIPIENT HAS PROVIDED AN EMAIL
ADDRESS OR FACSIMILE NUMBER BELOW, UPON SENDING BY CONFIRMED EMAIL OR FACSIMILE
TRANSMISSION IF SENT DURING NORMAL BUSINESS HOURS OF THE RECIPIENT, IF NOT, THEN
ON THE NEXT BUSINESS DAY, (C) FIVE DAYS AFTER HAVING BEEN SENT BY REGISTERED OR
CERTIFIED MAIL, RETURN RECEIPT REQUESTED, POSTAGE PREPAID, OR (D) ONE BUSINESS
DAY AFTER DEPOSIT WITH A NATIONALLY RECOGNIZED OVERNIGHT COURIER, SPECIFYING
NEXT DAY DELIVERY, WITH WRITTEN VERIFICATION OF RECEIPT.
THE ADDRESSES FOR SUCH
COMMUNICATIONS ARE:
16
If to the Company:
Plug Power Inc.
968 Albany Shaker Road
Latham, New York 12110
Facsimile:
(518) 782-9060
Attention:
Andrew Marsh, Chief Executive Officer
E-mail: 
With a copy (which shall not constitute notice) to:
Goodwin Procter LLP
53 State Street
Boston, Massachusetts 02109
Facsimile:
(617) 523-1231
Attention:
Robert P. Whalen, Jr.
E-mail: 
If to the Purchaser:
Air Liquide Investissements d'Avenir et de Demonstration
25 rue Marbeuf
75008 Paris
France
Facsimile:
+33 1 44 43 46 48
Attention:
Julien Cristiani
E-mail: 
With a copy (which shall not constitute notice) to:
Air Liquide
Group Legal Department
75 quai d'Orsay
75007 Paris
France
Each party will provide ten days' advance written notice to the other party or
parties of any change in its address.
8.8
SUCCESSORS AND ASSIGNS.
THIS AGREEMENT IS BINDING UPON AND INURES
TO THE BENEFIT OF THE PARTIES AND THEIR SUCCESSORS AND ASSIGNS.
THE COMPANY
WILL NOT ASSIGN THIS AGREEMENT OR ANY RIGHTS OR OBLIGATIONS HEREUNDER WITHOUT
THE PRIOR WRITTEN CONSENT OF THE PURCHASER; PROVIDED,