Common use of Certificate of Incorporation and By Clause in Contracts

Certificate of Incorporation and By. laws. Parent has ---------------------------------------- heretofore furnished to the Company a complete and correct copy of the Certificate of Incorporation and the By-laws, each as amended to date, of Parent and Merger Sub. Such Certificates of Incorporation and By-laws are in full force and effect. Neither Parent nor Merger Sub is in violation of any provision of its respective Certificate of Incorporation or By-laws.

Certificate of Incorporation and By. lawsLAWS. Parent has ---------------------------------------- heretofore furnished made available to the Company a complete and correct copy of the Certificate of Incorporation and the By-laws, each as amended to date, Laws of Parent and the Articles of Incorporation and By-Laws of Merger Sub. Such Certificates of Incorporation and By-laws Laws are in full force and effect. Neither Parent nor Merger Sub is in violation of any provision of the provisions of its respective Certificate of Incorporation or By-lawsLaws.

Certificate of Incorporation and By. laws. Parent has ---------------------------------------- heretofore furnished to the Company a complete and correct copy of the Certificate of Incorporation and the By-laws, each as amended to date, of Parent and Merger Sub. Such Certificates of Incorporation and By-laws are in full force and effect. Neither Parent nor Merger Sub is in violation of any provision of its respective Certificate of Incorporation or By-laws.

Certificate of Incorporation and By. lawsLaws. Parent has ---------------------------------------- heretofore furnished made available to the Company a complete and correct copy of the Certificate certificate of Incorporation incorporation and the Byby-laws, each as amended to date, laws of Parent and the articles of incorporation and by-laws of the Merger Sub. Such Certificates certificate of Incorporation incorporation, articles of incorporation and Byby-laws are in full force and effect. Neither Parent nor the Merger Sub is in violation of any provision of its the provisions of their respective Certificate of Incorporation or By-lawsorganizational documents.

Certificate of Incorporation and By. lawsLAWS. Parent has ---------------------------------------- heretofore furnished made available to the Company a complete and correct copy of the Certificate of Incorporation and the By-laws, each as amended to date, Laws of Parent and the Certificate of Incorporation and By-Laws of Merger Sub. Such Certificates of Incorporation and By-laws Laws are in full force and effect. Neither Parent nor Merger Sub is in violation of any provision of the provisions of its respective Certificate of Incorporation or By-lawsLaws.

Certificate of Incorporation and By. lawsLaws. Parent has ---------------------------------------- heretofore furnished made available to the Company a complete and correct copy of the Certificate of Incorporation and the By-lawsLaws, each as amended to date, of Parent and Merger Sub. Such Certificates the Certificate of Incorporation and By-laws Laws of Merger Sub, each as amended to date. Such respective organizational documents are in full force and effect. Neither effect and neither Parent nor Merger Sub is in violation of any provision of the provisions of its respective Certificate of Incorporation or By-lawsorganizational documents.