Extract to table

acting as CVR Trustee, have entered into that certain Contingent Value Rights Agreement of even date herewith (the "CVR Agreement"), providing for potential additional contingent payments in an aggregate amount of up to One Hundred Twenty-Five Million Dollars ($125,000,000), which CVR Agreement is separate from and not subject to, and shall not be affected by, this Agreement; and WHEREAS, capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Merger Agreement

"Escrow Termination Date" means the date that is eighteen (18) months following the Closing Date; provided, however, that the Escrow Termination Date shall be automatically extended with respect to any portion of the Escrow Fund reserved for Pending Claims in accordance with Section 5

"Survival Period" means the period of eighteen (18) months commencing on the Closing Date, during which the representations and warranties of the former Caliston stockholders set forth in Article IV of the Merger Agreement shall survive, as more fully set forth in Article IX of the Merger Agreement

2 — Rules of Construction (a) Unless the context otherwise requires, all references herein to Articles, Sections, Exhibits, and Schedules shall refer to Articles and Sections of, and Exhibits and Schedules to, this Agreement

(b) The words "hereof," "herein," "hereto," "hereby," "hereunder," and words of similar import, when used in this Agreement, shall refer to this Agreement as a whole and not to any particular provision of this Agreement

(d) The word "including" and words of similar import, when used in this Agreement, shall mean "including, without limitation," unless the context otherwise requires