Extract to table

Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Purchase Agreement

The undersigned is executing this Certificate solely in her capacity as Secretary of the Company and not in her individual capacity, and no recourse shall be had against the undersigned personally by reason of the execution or delivery of this Certificate or any statement contained herein

FOURTH: Authorized Capital Stock The total number of shares of capital stock that the Corporation shall have authority to issue is 10,000 shares, consisting of: 1

Ellison Calderwood & Harkness LLP 280 Park Avenue New York, New York 10017 SIXTH: Limitation of Director Liability To the fullest extent permitted by the DGCL as the same now exists or may hereafter be amended, no director of the Corporation shall be personally liable to the Corporation or its stockholders for monetary damages for breach of fiduciary duty as a director

If the DGCL is amended after the date hereof to authorize corporate action further eliminating or limiting the personal liability of directors, then the liability of a director of the Corporation shall be eliminated or limited to the fullest extent permitted by the DGCL, as so amended

Any repeal or modification of this Article Sixth by the stockholders of the Corporation shall not adversely affect any right or protection of a director of the Corporation existing at the time of such repeal or modification