Upmedicasp. z o.o.

Manner of representation

1. Except for the situations referred to in paragraphs 2 and 3, declarations of will on behalf of the company may be made by two members of the management board acting jointly, or by one member of the management board acting jointly with a commercial proxy. 2. If the total value of the right acquired or the liability incurred by a given act does not exceed PLN 1,000 (in words: one thousand złoty), declarations of will on behalf of the company may be made by each member of the management board independently. 3. In the following cases, declarations of will on behalf of the company may be made by three members of the management board acting jointly: a) the management board’s performance of any act with a member of the management board or an entity affiliated with members of the management board or the partners of the company; b) acquiring, disposing of or encumbering interests in other companies, as well as establishing companies; c) the management board’s performance of a legal act aimed at acquiring a right or incurring a liability with a one-time or total annual value (in the case of periodic payments) exceeding PLN 50,000 (in words: fifty thousand złoty); d) disposing of patents and other intellectual property, and granting licenses (including know-how agreements); e) consenting to the making of donations if their total annual value for all recipients exceeds PLN 1,000 (in words: one thousand złoty).