Epstein Secrets

ear the signature of either or both. 5.4 Record Holder. The corporation shall be entitled to treat the h

July 3. 2013 under the name Blue Talon Data Systems, Inc. 2. That the Board of Directors duly adopted resolutions proposing to amend and restate the Certificate of Incorporation of this corporation, declaring said amendment and restatement to be advisable and in the best interests of this corporation and its stockholders. an

r transferees who become parties hereto as a Key Holder pursuant to Sections 5.1 or 5.2, the "Key Holders

holders of a majority of the Key Holder Shares and also the requisite majority of the Series A Preferred Stock pursuant to Article IV Section 6 of the Certificate of Incorporation (collectively, the "Requisite Parties"), approve a transaction that is deemed to be a Liquidation Event pursuant to the Restated Certificate, as am

shares of Series A-1 Stock (each a "Significant Holder") shall have a pro rata right, consistent with th

Preferred, approval of a majority of the Preferred Stock required on: (i) any increase or decrease in the size of the Board, (ii) any amendment of the Certificate of Incorporation or Bylaws that adversely affect the powers, preferences or special privileges of the Preferred Stock, (iii) any increase or decrease in the number

icular shares of any of the foregoing shall cease to be Registrable Securities once they have been sold in any public offering or transferred by the Holder in a transaction in which its rights under this Agreement are not assigned in accordance with the provisions of this Agreement. 1.10 "Registrable

ch of fiduciary duty as a director. Any repeal or modification of the foregoing provisions of this Article VII, or the adoption of any provision of the Certificate of Incorporation inconsistent with this Article VII, shall not adversely affect any right or protection of a director of the Corporation existing at the time of, or