Extract to table

Capitalized terms used but not otherwise defined in this Certificate shall have the respective meanings ascribed to such terms in the Merger Agreement

Upon consummation of the Merger, the separate corporate existence of Merger Sub shall cease, and the Company shall continue as the surviving entity and a wholly owned subsidiary of Parent

For purposes of this Certificate, the term "material adverse effect" shall have the meaning set forth in Section 1

The parties' respective rights and obligations with respect to the accuracy of the representations and warranties and the performance of covenants and agreements shall be governed solely by the terms and conditions of the Merger Agreement

Nothing contained in this Certificate shall be deemed to impose any personal liability on the undersigned, Sienna Whitfield, in her individual capacity in connection with the certifications, statements, or other matters set forth herein, and Parent and Merger Sub hereby agree (by their acceptance of this Certificate) that they shall have no recourse against the undersigned in her individual capacity with respect to any matter addressed in this Certificate