Common use of Mutual Contribution Clause in Contracts

Mutual Contribution. 48 10.16 Counterparts................................................... 48 EXHIBITS Exhibit A: Amended and Restated Certificate of Incorporation of Data Labs, Inc. Exhibit B: Amended and Restated Bylaws of Data Labs, Inc. Exhibit C: Calculation of Exchange Ratios Exhibit D: Legal Opinion of ▇▇▇▇▇▇, Flyer & ▇▇▇▇▇ Exhibit E: Form of Yu Employment Agreement Exhibit F: Form of Employment Agreement Exhibit G: Escrow Agreement Exhibit H: Legal Opinion of Fried, Frank, Harris, ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ Exhibit I: Registration Rights Agreement Exhibit J: Affiliate Letter Schedule 3.1 Jurisdiction in which Data Labs is Qualified to do Business Schedule 3.3 Required Consents and Approvals Schedule 3.4 Contraventions as a Consequences of the Merger Schedule 3.5 Outstanding Equity Interests in Data Labs, Inc. Schedule 3.8 Liabilities and Obligations Schedule 3.9 Properties and Assets Schedule 3.10 Real Property Schedule 3.12(a) Intellectual Properties Schedule 3.12(b) Licenses Schedule 3.12(c) Employee Non-Disclosure and Assignment Agreements Schedule 3.12(d) Intellectual Property Litigation Schedule 3.13 Certain Changes and Events Schedule 3.14 Litigation Schedule 3.15 Material Contracts Schedule 3.16 Taxes and Excessive Parachute Payments Schedule 3.17 Employees Schedule 3.18 Transactions With Affiliates Schedule 3.19 Insurance Schedule 3.21 Finders' Fees Schedule 3.22 Environmental Liabilities Schedule 3.23 Employees and Employee Plans Schedule 3.25 Domicile and Principal Office of Shareholders Schedule 3.26 List of Shareholders Schedule 5.2(e) Severance and Termination Payments for Data Labs Employees Schedule 5.2(k) Agreements Subject to Termination Schedule 7.3(j) List of Employees, Wages and Years of Service

Mutual Contribution. 48 10.16 Counterparts................................................... 48 37 10.12 NO THIRD PARTY BENEFICIARIES................................37 10.13 INDEPENDENCE OF COVENANTS AND REPRESENTATIONS AND WARRANTIES.................................................37 10.14 INTERPRETATION; CONSTRUCTION................................37 ANNEXES, SCHEDULES AND EXHIBITS Exhibit A: Amended and Restated Certificate of Incorporation of Data Labs, Inc. Exhibit B: Amended and Restated Bylaws of Data Labs, Inc. Exhibit C: Calculation of Exchange Ratios Exhibit D: Legal Opinion of ▇▇▇▇▇▇, Flyer & ▇▇▇▇▇ Exhibit E: Form of Yu Employment Agreement Exhibit F: Form of Employment Agreement Exhibit G: Escrow Agreement Exhibit H: Legal Opinion of Fried, Frank, Harris, ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ Exhibit I: Registration Rights Agreement Exhibit J: Affiliate Letter Schedule 3.1 Jurisdiction in which Data Labs is Qualified to do Business Schedule 3.3 Required Consents and Approvals Annexes ------- Annex I Stockholder Annex II Certain Definitions Schedules Schedule 3.4 Contraventions as a Consequences - Stockholder Consents Schedule 4.1 - Foreign Qualifications for the Company and Its Subsidiaries Schedule 4.3 - Company Consents Schedule 4.4(a) - Capitalization of the Merger Company and Its Subsidiaries Schedule 3.5 Outstanding Equity Interests in Data Labs4.4(b) - Options, Inc. Warrants, Voting Agreements, etc. Schedule 3.8 4.5 - Subsidiaries and Investments Schedule 4.6(a) - Financial Statements Schedule 4.6(c) - Accounts Payable and Accounts Receivable Schedule 4.7 - Undisclosed Liabilities and Obligations Schedule 3.9 Properties and Assets 4.8 - Absence of Changes Schedule 3.10 4.9(a) - Tax Matters Schedule 4.9(c) - Taxing Authority Notifications Schedule 4.10(a) - Encumbrances Schedule 4.10(b) - Tangible Personal Property Schedule 4.11(a) - Real Property Schedule 3.12(a4.11(b) Intellectual Properties - Real Property Proceedings, Notices and Exceptions Schedule 3.12(b4.12(a) Licenses Schedule 3.12(c) Employee Non-Disclosure and Assignment Agreements Schedule 3.12(d) - Intellectual Property Litigation Rights Schedule 3.13 Certain Changes and Events 4.12(b) - Actions to Protect Intellectual Property Rights Schedule 3.14 Litigation Schedule 3.15 4.13(a) - Material Contracts Schedule 3.16 Taxes 4.13(d) - Funded Indebtedness Schedule 4.14(a) - Litigation, Etc. Schedule 4.14(b) - Resolved Litigation Schedule 4.15 - Compliance with Laws Schedule 4.16(a) - Insurance Policies Schedule 4.16(b) - Insurance Claims, Etc. Schedule 4.17(a) - Directors, Officers and Excessive Parachute Payments Schedule 3.17 Key Employees Schedule 3.18 Transactions With Affiliates Schedule 3.19 Insurance Schedule 3.21 Finders' Fees Schedule 3.22 Environmental Liabilities Schedule 3.23 Employees and Employee Plans Schedule 3.25 Domicile and Principal Office of Shareholders Schedule 3.26 List of Shareholders Schedule 5.2(e4.17(b) Severance and Termination Payments for Data Labs Employees Schedule 5.2(k) Agreements Subject to Termination Schedule 7.3(j) List - Number of Employees, Wages Independent Contractors, etc. Schedule 4.17(c) - Labor Relations Schedule 4.17(e) - Labor Proceedings Schedule 4.17(f) - Joint Employer Matters Schedule 4.17(g) - Independent Contractor Agreements Schedule 4.19(a) - Environmental Laws - Violations Schedule 4.19(b) - Environmental Compliance - Previously Owned Properties Schedule 4.21(a) - Related Party Transactions Schedule 4.21(b) - Distributions Schedule 4.22 - Accounts and Years Notes Receivable Schedule 4.23 - Bank Accounts; Powers of ServiceAttorney Schedule 4.24 - Suppliers and Vendors Schedule 4.25 - Customers Schedule 5.1 - Foreign Qualifications for the Purchaser Schedule 5.3 - Purchaser Consents Exhibits -------- Exhibit A - Form of Escrow Agreement INDEX OF DEFINED TERMS The following capitalized terms, which may be used in more than one Section or other location of this Agreement, are defined in the following Sections or other locations: Section or Term other Location ---- --------------