Extract to table

To the extent that any action requires the consent, confirmation, or cooperation of a party other than the party primarily responsible for such action, the parties shall use commercially reasonable efforts to provide such consent, confirmation, or cooperation in a timely manner consistent with the schedule set forth herein

The effective time of the Merger shall be 11:59 PM Eastern Time on July 9, 2024, as set forth in the Certificate of Merger to be filed with the Secretary of State of the State of Delaware

In the event of any conflict or inconsistency between this Closing Agenda and the Merger Agreement or any ancillary document, the terms of the Merger Agreement or such ancillary document, as applicable, shall control in all respects

An escrow amount of $544,000,000 (representing approximately 8% of the aggregate deal value of $6,800,000,000) shall be deposited with Cobalt Trust Company as Escrow Agent pursuant to the terms of the Escrow Agreement

Any discrepancy in wire instructions must be reported immediately and resolved prior to the commencement of the Closing Sequence

Responsible Parties: • Harrison Wexford, Calderwood & Harkness LLP (on behalf of the Buyer, Merger Sub, and Fund VI) • Catherine Answorth, Ridgeway Phelps & Sato LLP (on behalf of the Company) Upon receipt of mutual confirmation from both parties' counsel, the Closing Sequence shall commence as set forth in Section 3 below