Common use of Section 203 of the DGCL Clause in Contracts

Section 203 of the DGCL. Assuming the accuracy of the representations and warranties of Parent and Merger Sub in Section 4.7, the Company Board has taken all actions necessary so that the restrictions contained in Section 203 of the DGCL applicable to a "business combination" (as defined in Section 203) shall not apply to the execution, delivery or performance of this Agreement or the consummation of the Offer, the Merger or the Transactions. ARTICLE 4

Section 203 of the DGCL. Assuming the accuracy of the representations and warranties of the Parent and Merger Sub Purchaser in Section 4.74.4, the Company Board has taken all actions necessary so that the restrictions contained in Section 203 of the DGCL applicable to a "“business combination" ” (as defined in Section 203) shall not apply to the execution, delivery or performance of this Agreement or the consummation of the OfferMerger, the Merger Offer or the Transactions. ARTICLE 4other transactions contemplated by this Agreement.

Section 203 of the DGCL. Assuming the accuracy of the representations and warranties of the Parent and Merger Sub the Purchaser in Section 4.74.5, the Company Board has taken all actions necessary so that the restrictions contained in Section 203 of the DGCL applicable to a "“business combination" ” (as defined in Section 203203 of the DGCL) shall not apply to the execution, delivery or performance of this Agreement or the consummation of the Offer, the Merger or the Transactions. ARTICLE 4other transactions contemplated by this Agreement.

Section 203 of the DGCL. Assuming the accuracy of the representations and warranties of the Parent and the Merger Sub in Section 4.74.8, the Company Board has taken all actions necessary so that the restrictions contained in Section 203 of the DGCL applicable to a "business combination" (as defined in Section 203203 of the DGCL) shall not apply to the execution, delivery or performance of this Agreement or the consummation of the Offer, the Merger or the other Transactions. ARTICLE 4.

Section 203 of the DGCL. Assuming the accuracy of the representations and warranties of the Parent and Merger Sub the Purchaser in Section 4.74.6, the Company Board has taken all actions necessary so that the restrictions contained in Section 203 of the DGCL applicable to a "“business combination" ” (as defined in Section 203) shall not apply to the execution, delivery or performance of this Agreement or the consummation of the Offer, the Merger or the Transactions. ARTICLE 4other transactions contemplated by this Agreement.

Section 203 of the DGCL. Assuming the accuracy of the representations and warranties of Parent and Merger Sub in Section 4.73.7, the Company Board has taken all actions necessary so that the restrictions contained in Section 203 of the DGCL applicable to a "“business combination" ” (as defined in Section 203) shall not apply to the execution, delivery or performance of this Agreement or the consummation of the Offer, the Merger or the Transactions. ARTICLE 4Merger.

Section 203 of the DGCL. Assuming the accuracy of the representations and warranties of the Parent and the Merger Sub in Section 4.74.8, the Company Board has taken all actions necessary so that the restrictions contained in Section 203 of the DGCL applicable to a "“business combination" ” (as defined in Section 203203 of the DGCL) shall not apply to the execution, delivery or performance of this Agreement or the consummation of the Offer, the Merger or the Transactions. ARTICLE 4other transactions contemplated by this Agreement.

Section 203 of the DGCL. Assuming the accuracy of the representations and warranties of the Parent and the Merger Sub in Section 4.74.2(d), the Company Board has taken all actions necessary so that the restrictions contained in Section 203 of the DGCL applicable to a "“business combination" ” (as defined in Section 203203 of the DGCL) and any other “takeover” law shall not apply to the execution, delivery or performance of this Agreement or the consummation of the Offer, the Merger or the Transactions. ARTICLE 4other transactions contemplated by this Agreement.

Section 203 of the DGCL. Assuming the accuracy of the representations and warranties of the Parent and Merger Sub set forth in Section 4.74.6, the Company Board has taken all actions necessary so that the restrictions contained in Section 203 of the DGCL applicable to a "“business combination" ” (as defined in Section 203) shall not apply to the execution, delivery or performance of this Agreement or the consummation of the Offer, the Merger or the Transactions. ARTICLE 4other transactions contemplated by this Agreement.

Section 203 of the DGCL. Assuming the accuracy of the Parent’s and Purchaser’s representations and warranties of Parent and Merger Sub in Section 4.75.10, the Company Board has taken all actions necessary so that the restrictions contained in Section 203 of the DGCL applicable to a "“business combination" ” (as defined in Section 203203 of the DGCL) and any other “takeover” law shall not apply to the execution, delivery or performance of this Agreement or the consummation of the Offer, the Merger or the other Contemplated Transactions. ARTICLE 4.

Section 203 of the DGCL. Assuming the accuracy of the representations and warranties of the Parent and Merger Sub the Purchaser in Section 4.74.6, the Company Board has taken all actions necessary so that the restrictions contained in Section 203 of the DGCL applicable to a "“business combination" ” (as defined in Section 203203 of the DGCL) shall not apply to the execution, delivery or performance of this Agreement or the consummation of the Offer, the Merger or the Transactions. ARTICLE 4other transactions contemplated by this Agreement.