Contract analysis

Section 1. Defined Terms Capitalized terms used but not otherwise defined in this Second Amendment shall have the respective meanings ascribed to such terms in the Agreement. For the avoidance of doubt, references in the Agreement to "this Agreement" shall, following the effectiveness of this Second Amendment, be deemed to refer to the Agreement as amended by this Second Amendment, unless the context otherwise requir

Section 2. Extension of Exclusivity Period 2.1. The Exclusivity Period, which was previously extended to and including August 15, 2022 pursuant to the First Amendment, is hereby further extended through and including September 30, 2022 (the "Extended Exclusivity Period"). 2.2. During the Extended Exclusivity Period (from August 15, 2022 through and including September 30, 2022), the Company shall continue to comply w

Section 3. No Other Amendments 3.1. Except as expressly modified by this Second Amendment, the Agreement remains in full force and effect in accordance with its terms. Nothing in this Second Amendment shall be deemed to constitute a waiver by either Party of any right, power, or remedy available under the Agreement, at law, or in equity. 3.2. The Original Agreement, as amended by the First Amendment and this Second A

Section 4. Representations and Warranties Each Party hereby represents and warrants to the other Party that: (a) such Party has the requisite corporate, partnership, or other organizational power and authority to execute and deliver this Second Amendment and to perform its obligations hereunder; (b) the execution, delivery, and performance of this Second Amendment by such Party have been duly authorized by all necess

Section 5. Governing Law 5.1. This Second Amendment shall be governed by and construed in accordance with the laws of the State of Delaware, without giving effect to any choice or conflict of law provision or rule (whether of the State of Delaware or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than the State of Delaware. 5.2. The foregoing governing law provision is

Section 6. Counterparts 6.1. This Second Amendment may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. It shall not be necessary that any single counterpart be signed by all Parties so long as each Party has signed at least one counterpart. 6.2. Delivery of an executed counterpart of a signature page to this Se

Section 7. Miscellaneous 7.1. Notices. All notices, requests, demands, consents, and other communications under or in connection with this Second Amendment shall be delivered in accordance with the notice provisions set forth in the Agreement, provided that, for purposes of this Second Amendment and the Agreement as amended hereby, notices shall be delivered to the following addresses (or to such other addresses as e