Common use of Section 203 of the DGCL Not Applicable Clause in Contracts

Section 203 of the DGCL Not Applicable. The Board of Directors of the Company has taken all actions so that the restrictions contained in Section 203 of the DGCL applicable to a "business combination" (as defined in Section 203) will not apply to the execution, delivery or performance of this Agreement or the Stockholder Voting Agreements or the consummation of the Merger or the other transactions contemplated by this Agreement or the Stockholder Voting Agreements.

Section 203 of the DGCL Not Applicable. The Board of Directors of the Company has taken all actions so that the restrictions contained in Section 203 of the DGCL applicable to a "business combination" (as defined in Section 203) will not apply to the execution, delivery or performance of this Agreement or the Stockholder Voting respective Stockholders Agreements dated as of the date hereof between Parent and certain stockholders of the Company (collectively, the "Stockholders Agreements") or the consummation of the Merger or the other transactions contemplated by this Agreement or by the Stockholder Voting Stockholders Agreements.

Section 203 of the DGCL Not Applicable. The Board of Directors of the Company has taken all actions necessary so that the restrictions contained in Section 203 of the DGCL applicable to a "business combination" (as defined in Section 203) will not apply to the execution, delivery or performance of this Agreement, the Company Stockholder Agreement or the Stockholder Voting Agreements or the consummation of the Merger or the other transactions contemplated by this Agreement or the Company Stockholder Voting AgreementsAgreement.

Section 203 of the DGCL Not Applicable. The Board of Directors Assuming the accuracy of the Buyer’s and the Merger Subsidiary’s representations and warranties set forth in Section 4.15, the Company Board has taken all actions necessary so that the restrictions contained in Section 203 of the DGCL applicable to a "“business combination" ” (as defined in Section 203) will shall not apply to the execution, delivery or performance of this Agreement or Agreement, the Company Stockholder Voting Agreements or the consummation of the Merger or the other transactions contemplated by this Agreement or the Company Stockholder Voting Agreements.

Section 203 of the DGCL Not Applicable. The Board of Directors of the -------------------------------------- Company has taken all actions necessary so that the restrictions contained in Section 203 of the DGCL applicable to a "business combination" (as defined in Section 203) will not apply to the execution, delivery or performance of this Agreement or Agreement, the Company Stock Option Agreement, the Stockholder Voting Agreements or the consummation of the Merger or the other transactions contemplated by this Agreement, the Company Stock Option Agreement or the Stockholder Voting Agreements.

Section 203 of the DGCL Not Applicable. The Board of Directors of the Company each of Creative and Ontogeny has taken all actions actions, if any, necessary so that the restrictions contained in Section 203 of the DGCL applicable to a "business combination" (as defined in Section 203) will not apply to the execution, delivery or performance of this Agreement or the Stockholder Voting Agreements or the consummation of the Merger or the other transactions contemplated by this Agreement or the Stockholder Voting Agreements.

Section 203 of the DGCL Not Applicable. The Board of Directors of -------------------------------------- the Company has taken all actions necessary so that the restrictions contained in Section 203 of the DGCL applicable to a "business combination" (as defined in Section 203) will not apply to the execution, delivery or performance of this Agreement or Agreement, the Company Stock Option Agreement, the Stockholder Voting Agreements or the consummation of the Merger or the other transactions contemplated by this Agreement, the Company Stock Option Agreement or the Stockholder Voting Agreements.

Section 203 of the DGCL Not Applicable. The Board of Directors of the Company has taken all actions so that the restrictions contained in Section 203 of the DGCL applicable to a "“business combination" ” (as defined in Section 203therein) will not apply to to, and no other “fair price,” “business combination,” “moratorium,” “control share acquisition” or other form of antitakeover law (each, a “Takeover Statute”) will apply to, the execution, delivery or performance of this Agreement or the Stockholder Voting Agreements or the consummation of the Merger or the other transactions contemplated by this Agreement or the Stockholder Voting AgreementsAgreement.

Section 203 of the DGCL Not Applicable. The Board of Directors of the Company has taken all actions necessary so that the restrictions contained in Section 203 of the DGCL applicable to a "business combination" (as defined in Section 203) will not apply to the execution, delivery or performance of this Agreement or Agreement, the Company Stock Option Agreement, the Stockholder Voting Agreements or the consummation of the Merger or the other transactions contemplated by this Agreement, the Company Stock Option Agreement or the Stockholder Voting Agreements.

Section 203 of the DGCL Not Applicable. The Board of Directors of the Company has taken all actions so that the restrictions contained in Section 203 of the DGCL applicable to a "business combination" (as defined in Section 203) will not apply to the execution, delivery or performance of this Agreement or the respective Stockholder Voting Agreements dated as of the date hereof between Parent and certain stockholders of the Company (collectively, the "Stockholders Agreements") or the consummation of the Merger or the other transactions contemplated by this Agreement or by the Stockholder Voting Stockholders Agreements.