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Zero broker, agent, finder, financing banker, financialadvisor or any other business or Body is or will be named, as a result of any step or arrangement of your own Business otherwise any of their Associates, to any representative’s, finder’s, money banker’s, economic mentor’s and other comparable fee orcommission about the some of the fresh Purchases, except as the disclosed inside Section step three.20 of the Team Revelation Letter. LLC try permitted, nor has theCompany otherwise the Subsidiaries agreed to spend so you can Centerview Lovers LLC otherwise ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. LLC, settlement, charges and you may/otherwise expenses in connection with the new Deals more than the fresh amount set forth inside Point step three.20of the firm Revelation Page. And if theaccuracy of one’s representations and you may guarantees of one’s Mother Agencies inside Area 4.8, the firm Panel has brought all the tips required therefore the constraints within Part 203 of one’s DGCL applicable to a“team integration” (because the outlined in the Area 203 of your DGCL) should not connect with the fresh execution, birth or efficiency associated with the Agreement and/or consummation of the Merger and/or almost every other Transactions. (c) The company and you may itsSubsidiaries come in conformity with all appropriate export manage legislation, along with those people administered from the You.S. Department from County, and applicable resource handle laws and regulations, as well as those given from the U.S.Company of your own Treasury, except for disappointments to follow you to, myself or perhaps in the newest aggregate, aren’t relatively going to provides a pals Thing Negative Effect.

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“Organization Board” form the new Board out of Administrators of the Company (along with one properly constituted and authorized committeethereof). “Certificate” function a certificate thatimmediately ahead of the Energetic Time means offers out of Business Preferred Stock. “Carveout Transactions” should mean the newest transactions explained onSection 6.16 of one’s Company Revelation Letter. “Bylaws”function the newest Revised and Restated Bylaws of the Organization, old since July ten, 2024. “Business day” function people time other than Tuesday or Week-end otherwise 24 hours on the whichcommercial banks are subscribed or required by laws getting closed-in Ny, New york or Chicago, Illinois. (f) Pursuing the day hereof, Mother and the Company will takethe steps established in the Part six.20(f) of the Organization Disclosure Page.

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