Common use of Absence of Fiduciary Relationship Clause in Contracts

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter underwriters in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that which may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the any Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters each Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no the Underwriter has any no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, Underwriter and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no the Underwriter has any no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has the Underwriters have been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter underwriters in connection with the sale of the Shares Units and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Representative or the Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares Units set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Representative and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Representative and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Representative has no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter the Representative is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Representative and the Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no the Underwriter has any no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and Warrants and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares and the Warrants set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no the Underwriter has any no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter underwriters in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is are advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that which may involve interests that differ from those of the Company and that no the Underwriter has any no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as an underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the any Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter underwriters in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the any Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their respective affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the such Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriters, and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter underwriters in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter of the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Representative and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their respective affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter Underwriters in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has the Underwriters have been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no the Underwriter has any no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, the Underwriter and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter underwriters in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter underwriters in connection with the sale of the Shares Units and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has the Underwriters have been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares Units and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares Units set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as an underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the any Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that which may involve interests that differ from those of the Company and that no the Underwriter has any no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter underwriters in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the any Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no the Underwriter has any no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter the Underwriters has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter Underwriters has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter underwriters in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter in connection with the sale of the Shares Offered Securities and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares Offered Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as an underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the any Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company Underwriters following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters each Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and Warrants and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares and the Warrants set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter underwriters in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their respective affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has the Underwriters have been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwrites and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that each of the Underwriters and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter underwriters in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriters, and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as an underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the any Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their respective affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no each Underwriter has any no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (aA) each Underwriter has the Underwriters have been retained solely to act as underwriter underwriters in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the any Underwriter has advised or is advising the Company on other matters; (bB) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (cC) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (dD) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter of the Underwriters has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the any Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter of the Underwriters is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as an underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the such Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their respective affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the any Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter underwriters in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their respective affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any Underwriter Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and Underwriters; (c) the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (cd) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (de) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares ADSs and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares ADSs set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; (d) none of the activities of the Underwriter in connection with the transactions contemplated herein constitutes a recommendation, investment advice, or solicitation of any action by the Underwriter with respect to any entity or natural person; and (de) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares Public Securities and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares Public Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter underwriters in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that which may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as an underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company Underwriter following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no the Underwriter has any no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: : (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Underwritten Shares and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Underwritten Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no the Underwriter has any no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no the Underwriter has any no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterits own benefit, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter of the Underwriters has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the any Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length arms’-length negotiations with the Underwriters and the Company is are capable of evaluating and understanding and understands understand and accepts accept the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter of the Underwriters is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the such Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, Underwriter and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter underwriters in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter underwriters in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has the Underwriters have been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares Units and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares Units set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no the Underwriter has any no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, Underwriter and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has the Underwriters have been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that each of the Underwriters and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter underwriters in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and armsarm’s-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it the Company has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest interests and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it the Company has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is are advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is are capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that each of the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no the Underwriter has any no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the each of Underwriters and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees agree that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its respective affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no the Underwriter has does not have any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no that, subject to applicable law, the Underwriter has any no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and Preferred Shares and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares and Preferred Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no the Underwriter has any no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter of the Underwriters has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the any Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it 28 has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter of the Underwriters is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares Public Securities and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares Public Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: : (a) each The Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares Company’s securities and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; ; (b) the price and other terms of the Shares securities set forth in this Agreement were was established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter, and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; ; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that which may involve interests that differ from those of the Company and that no the Underwriter has any no obligation to disclose such interest interests and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and and (d) the Underwriter has not provided any legal, accounting, regulatory or tax advice with respect to the offering contemplated hereby and the Company has consulted its own legal, accounting, regulatory and tax advisors to the extent it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Companydeemed appropriate.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter underwriters in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has the Underwriters have been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no the Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and Warrants and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares and Warrants set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the such Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their respective affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it the Company has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that which may involve interests that differ from those of the Company and that no the Underwriter has any no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter, and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no the Underwriter has any no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no the Underwriter has any no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriteritself, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: that (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and an arms-length negotiations with negotiation between the Underwriters Underwriter and the Company; (c) the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (cd) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no the Underwriter has any no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (de) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no the Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the The Company following discussions and arms-length negotiations with the Underwriters Underwriter and the The Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no the Underwriter has any no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees agree that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter in connection with the sale of the Shares and the Pre-Funded Warrants and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is advising the Company on other matters; (b) the price and other terms of the Shares and the Pre-Funded Warrants set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the such Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriters, and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters each Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Underwritten Shares and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Underwritten Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no the Underwriter has any no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter underwriters in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement Securities were established by the Company Underwriters following discussions and arms-length negotiations with the Underwriters negotiations, and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest interests and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has the Underwriters have been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that each of the Underwriters and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter underwriters in connection with the sale of the Shares Securities and that no fiduciary, advisory fiduciary or agency relationship between the Company and any Underwriter the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that which may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each the Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any the Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has advised or is are advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters Underwriter and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters Underwriter and their its affiliates are engaged in a broad range of transactions that which may involve interests that differ from those of the Company and that no the Underwriter has any no obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each the Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such the Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has been retained solely to act as underwriter in connection with the sale of the Shares and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the any Underwriter has advised or is advising the Company on other matters; (b) the price and other terms of the Shares set forth in this Agreement were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is capable of evaluating and understanding and understands and accepts the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has been advised that the Underwriters and their affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has been advised that each Underwriter is acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriter, and not on behalf of the Company.

Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) each Underwriter has the Underwriters have been retained solely to act as underwriter underwriters in connection with the sale of the Shares Securities and that no fiduciary, advisory or agency relationship between the Company and any Underwriter has the Underwriters have been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriter has Underwriters have advised or is are advising the Company on other matters; (b) the price and other terms of the Shares Securities set forth in this Agreement Agreement, were established by the Company following discussions and arms-length negotiations with the Underwriters and the Company is are capable of evaluating and understanding and understands understand and accepts accept the terms, risks and conditions of the transactions contemplated by this Agreement; (c) it has they have been advised that the Underwriters and their respective affiliates are engaged in a broad range of transactions that may involve interests that differ from those of the Company and that the Underwriters have no Underwriter has any obligation to disclose such interest and transactions to the Company by virtue of any fiduciary, advisory or agency relationship; and (d) it has they have been advised that each Underwriter is the Underwriters are acting, in respect of the transactions contemplated by this Agreement, solely for the benefit of such Underwriterthe Underwriters, and not on behalf of the Company.