Extract to table

SECTION 2: DEFINED TERMS Capitalized terms used but not otherwise defined in this Declaration shall have the meanings ascribed to such terms in the Policy or, if not defined in the Policy, the meanings ascribed to such terms in the Merger Agreement

first-dollar recovery applies once the tipping basket threshold is exceeded); and (iii) a de minimis threshold of Five Hundred Thousand Dollars ($500,000) per individual claim, below which no claim shall be counted toward the tipping basket or otherwise recoverable under the indemnification provisions of the Merger Agreement

This No-Claims Declaration may be executed in one or more counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument

pdf), or other electronic transmission shall be deemed to be, and shall have the same legal effect as, execution and delivery of an original executed copy of this Declaration

Original executed copies of this No-Claims Declaration shall be delivered to each of the following: (a) Northfield Assurance Ltd

Attn: Patrick Graves, Senior Vice President, Transactional Risk 30 St Mary Axe London EC3A 8BF United Kingdom (b) Peregrine Advisory Group LLC Attn: Timothy Gallagher, Managing Director 1166 Avenue of the Americas New York, NY 10036 (c) With a copy (which shall not constitute notice) to: Calderwood & Harkness LLP Attn: Harrison Wexford, Partner 599 Lexington Avenue New York, NY 10022 Matter No