Epstein Secrets

and replaced with the following: "The name of the Corporation shall be: THE KUHN FOUNDATION" THREE: The foregoing amendment has been approved by the Board of Directors of said Corporation. FOUR: The Corporation has no members. We further declare under penalty of perjury under the laws of the State of California t

be a copy, and that it is full, true and correct. Secretary of State IN WITNESS WHEREOF, 1 execute this certificate and affix the Great Seal of the State of California this day of JUN - 9 70N _ :Ioutinlo Farm C.L•,0, {,ov. anal EFTA00605148

by the Board of Directors of said Corporation. FOUR: The Corporation has no members. We further declare under penalty of perjury under the laws of the State of California that the matters set forth in this certificate are true and correct of our own knowledge. IN WITNESS WHEREOF, the undersigned have executed this Ce

ployee or agent of any party makes any representation or warranty as to the fitness or competence of the nominee of any party hereunder to serve on the Board of Directors by virtue of such party's execution of this Agreement or by the act of such party in voting for such nominee pursuant to this Agreement. 1.4 Legen

eeding the claim or defense that such remedy at law exists. 3.4 Governing Law. This Agreement shall be governed by and construed under the laws of the State of California as such laws are applied to agreements among California residents entered into and performed entirely within the State of California. The parties ag

ployee or agent of any party makes any representation or warranty as to the fitness or competence of the nominee of any party hereunder to serve on the Board of Directors by virtue of such party's execution of this Agreement or by the act of such party in voting for such nominee pursuant to this Agreement. 1.4 Legen

eeding the claim or defense that such remedy at law exists. 3.4 Governing Law. This Agreement shall be governed by and construed under the laws of the State of California as such laws are applied to agreements among California residents entered into and performed entirely within the State of California. The parties ag

of Stockholders' Equity 4 Statements of Cash Flows 5 Notes to Financial Statements 6-31 EFTA00293563 pwc Report of Independent Auditors To the Board of Directors and Stockholders of AliphCom: In our opinion, the accompanying consolidated balance sheets and the related consolidated statements of operations,

s December 31, 2010 and 2009 1. The Company and Summary of Significant Accounting Policies AliphCom ("Aliphs or the -Company) was incorporated in the State of California on March 12, 1998. Together with its wholly owned subsidiary the Company designs, develops and markets lightweight communications headset products

of Stockholders' Equity 4 Statements of Cash Flows 5 Notes to Financial Statements 6-29 EFTA00293532 pwc Report of Independent Auditors To the Board of Directors and Stockholders of AliphCom: In our opinion, the accompanying consolidated balance sheets and the related consolidated statements of operations,

December 31, 2009 and 2008 1. The Company and Summary of Significant Accounting Policies AliphCom ('aliph' or the 'Company') was incorporated in the State of California on March 12, 1998. Together with its wholly owned subsidiary the Company designs, develops and markets lightweight communications headset products

icles as in effect at the time of the Closing, (ii) the Company's Bylaws as in effect at the time of the Closing, and (iii) resolutions approved by the Board of Directors authorizing the transactions contemplated hereby. 5. 1272863 v2iSF EFTA00585589 (e) Blue Sky. The Company shall have obtained all necessary "b

pursuant to the Transfer Restrictions. The Company has been duly organized and is a validly existing corporation in good standing under the laws of the State of California and all corporate actions necessary to authorize the transactions contemplated by this Agreement have been duly taken. The officer(s) executing and

icles as in effect at the time of the Closing, (ii) the Company's Bylaws as in effect at the time of the Closing, and (iii) resolutions approved by the Board of Directors authorizing the transactions contemplated hereby. (e) Blue Sky. The Company shall have obtained all necessary "blue sky" permits and qualificatio

o the purchases contemplated hereby). The Company has been duly organized and is a validly existing corporation in good standing under the laws of the State of California and all corporate actions necessary to authorize the transactions contemplated by this Agreement have been duly taken. f Is the company required to

icles as in effect at the time of the Closing, (ii) the Company's Bylaws as in effect at the time of the Closing, and (iii) resolutions approved by the Board of Directors authorizing the transactions contemplated hereby. (e) Blue Sky. The Company shall have obtained all necessary "blue sky" permits and qualificatio

o the purchases contemplated hereby). The Company has been duly organized and is a validly existing corporation in good standing under the laws of the State of California and all corporate actions necessary to authorize the transactions contemplated by this Agreement have been duly taken. f Is the company required to

onfidence, and not to use, except for the benefit of the Company, or to disclose to any person, firm or corporation without written authorization of the Board of Directors of the Company, any Confidential Information of the Company. I understand that "Confidential Information" means any Company proprietary information

NING THIS AGREEMENT. 11. General Provisions. (a) Governing Law; Consent to Personal Jurisdiction. This Agreement will be governed by the laws of the State of California. I hereby expressly consent to the personal jurisdiction of the state and federal courts located in California for any lawsuit filed there against m

on and on or before December 31, 2012." 3. The foregoing amendment of the Amended and Restated Articles of Incorporation has been duly approved by the Board of Directors. 4. The foregoing amendment of the Articles of Incorporation has been duly approved by the required vote of shareholders in accordance with Sectio

ng the amendment equaled or exceeded that required. I. 1874332 vliNY EFTA00292092 We further declare under penalty of perjury under the laws of the State of California that the matters set forth in this certificate are true and correct of our own knowledge. Date: May 25, 2012 H5 HOSAIN RAHMAN Chief Executive Off