The digital activity waiver is a passport to participate in the conference activity.

Deerfield CEO Conference Consent and Waiver

This Consent and Waiver is signed and delivered by the undersigned participant attending the Deerfield CEO Conference (the “Conference”), held at the Montage Palmetto Bluff, South Carolina, from October 20 through October 23, 2019.

1. Conference Activities. I understand and agree that my participation in the Conference and any activities organized in connection therewith, including activities hosted by any third party ("Conference Activities"), is voluntary and is undertaken at my sole risk and responsibility. I hereby release and agree to hold harmless Deerfield Management Company, L.P. and its owners, officers, directors, managers, agents, subsidiaries, employees, successors and affiliates (collectively, “Deerfield”) from any and all losses, costs, claims, expenses, damages, injuries, judgments and liabilities, including but not limited to attorneys' fees, for bodily injury, including death, and/or property damage in any way resulting from or related to my participation in the Conference.

2. No Confidential Information. I agree not to disclose any confidential information or material non-public information to Deerfield or any Conference participant or vendor. I understand that Deerfield is under no duty to keep confidential any information I disclose, unless otherwise expressly agreed in a writing signed by Deerfield.

3. Eligible to Receive Gifts. I confirm and agree that I am permitted to accept any gifts provided to Conference participants by Deerfield and that my acceptance of any such gifts will be in full compliance with any restrictions prohibiting my receipt of such gifts. If I am subject to any restrictions for receiving gifts, I will fully comply with any such restrictions, including by not accepting any such gifts if necessary. I will notify Karen Heidelberger in writing at karenh@deerfield.com of any such restrictions to which I am subject.

4. Photographs. I acknowledge that photographs will be taken at the Conference, and I agree that unless I notify Karen Heidelberger in writing at karenh@deerfield.com prior to the end of the Conference, I hereby irrevocably grant permission to Deerfield, without expectation of compensation or other remuneration now or in the future, to photograph and otherwise capture my image, and to use my image and likeness in any internal or external communication, currently existing or later created, in any medium, for any legal purpose. I hereby release Deerfield from all liability in connection with such usage.

5. App. Deerfield has made, or will make, available to Conference participants a smartphone application that contains information about the Conference and its participants (the “App”). I understand that if I download and utilize the App, I may be asked to opt-in to have my name included in the list of Conference participants on the App and/or to make further details, including contact information, visible to other Conference participants using the App. I understand that by electing to share any information, I consent to its inclusion in the App and use by Conference participants, and hereby release Deerfield from all liability relating to or arising from such information, including any use or disclosure of such information by third parties and any loss or unauthorized access to such information. I further authorize Deerfield to distribute any such information I share in the App to Conference participants after the Conference, unless I opt-out of such further distribution prior to the end of the Conference by notifying Karen Heidelberger in writing at karenh@deerfield.com. I understand use of the App is voluntary and at my own risk, and agree that Deerfield has no responsibility for any viruses or other harmful code associated with the App.

This consent and waiver shall be governed by the laws of the State of New York, without regard to principles of conflicts of laws.

I hereby certify that I have read this document and I understand and agree to its content.

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