Common use of Absence of Manipulation Clause in Contracts

Absence of Manipulation. Such Selling Stockholder has not taken, nor will such Selling Stockholder take, directly or indirectly, any action which is designed to or which constituted or would be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesSecurities in violation of Regulation M under the 1934 Act.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which that is designed to or which that has constituted or would that might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted or would be expected reasonably likely to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not ----------------------- taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such The Selling Stockholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor taken and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted designed, or would reasonably be expected expected, to cause or result in in, or which constitutes, the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesSecurities or a violation of Regulation M under the 1934 Act.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor will such Selling Stockholder Shareholder take, directly or indirectly, any action which is designed to or which constituted designed, or would reasonably be expected expected, to cause or result in in, or which constitutes, the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or which would be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities. Such Selling Shareholder has not distributed and will not distribute any offering material in connection with the offering and sale of the Securities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in unlawful stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or which would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder has not taken, nor will such Selling Stockholder take, directly or indirectly, any action which is designed to or which constituted that would constitute or would that might reasonably be expected to cause or result in in, under the Exchange Act or otherwise, the unlawful stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale in violation of the Securitiesapplicable law.

Absence of Manipulation. Such Selling Stockholder has not taken, nor and will such Selling Stockholder takenot take prior to the Closing, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesStock.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which that is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or which would be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Selling Stockholder Securities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or which would be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder has not taken, nor taken and will such Selling Stockholder not take, directly or indirectly, any action which that is designed to or which that has constituted or that would reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Offered Securities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor ----------------------- and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted designed, or would be expected expected, to cause or result in in, or which constitutes, the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesSecurities or a violation of Regulation M under the 1934 Act.

Absence of Manipulation. Such Selling Stockholder has not taken, nor taken and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or which would reasonably be expected to cause or result in stabilization or manipulation of the price of any equity security, or any securities convertible into, or exchangeable for, or that represent a right to receive an equity security or any equity-linked securities of the Company Company, to facilitate the sale or resale of the Securities.;

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor taken and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted that would constitute or would that might reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder has not taken, nor will such Selling Stockholder take, directly or indirectly, any action which is designed to or which constituted or would that might reasonably be expected to cause or result in the unlawful stabilization or manipulation of the price of the Shares or any security of the Company reference security, whether to facilitate the sale or resale of the SecuritiesOffered Shares or otherwise.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor taken and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted that would constitute or would that might reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities; provided that the foregoing does not and shall not prohibit transactions effected in compliance with Regulation M under the 1933 Act.

Absence of Manipulation. Such Selling Stockholder has will not taken, nor will such Selling Stockholder take, directly or indirectly, any action which is designed to or which constituted or would be expected to cause or result in in, or that has constituted or might reasonably be expected to constitute, the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder has not ----------------------- taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or which would be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor will such Selling Stockholder take, directly or indirectly, any action which that is designed to or which that has constituted or that would reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesADSs.

Absence of Manipulation. Such The Selling Stockholder Shareholder has not taken, nor will such Selling Stockholder take, directly or indirectly, taken any action which is designed to designed, or which has constituted or would might reasonably be expected to cause or result in in, under the 1934 Act or otherwise, the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would be expected to cause or result in stabilization or manipulation of the price of any equity security, or any securities convertible into or exchangeable for, or that represent a right to receive an equity security or any equity-linked securities of the Company to facilitate the sale or resale of the SecuritiesCompany.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor taken and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesShares.

Absence of Manipulation. Such Selling Stockholder has Shareholder will not taken, nor will such Selling Stockholder take, directly or indirectly, any action which is designed to or which constituted or would be expected to cause or result in in, or that has constituted or might reasonably be expected to constitute, the stabilization or manipulation of the price of any security securities of the Company to facilitate the sale or resale in violation of the Securities1933 Act or the Rules and Regulations or the 1934 Act and the rules and regulations of the Commission thereunder.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor taken and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesSecurities in violation of any state or federal laws.

Absence of Manipulation. Such Selling Stockholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesShares.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor will such Selling Stockholder take, directly or indirectly, any action which that is designed to or which that has constituted or that would reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesOffered Shares.

Absence of Manipulation. Such Neither such Selling Stockholder nor any affiliate of such Selling Stockholder has not taken, nor will such Selling Stockholder or any affiliate thereof take, directly or indirectly, any action which that is designed to or which constituted designed, or would be expected expected, to cause or result in in, or which constitutes, the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesOffered Securities or to result in a violation of Regulation M under the Exchange Act.

Absence of Manipulation. Such Selling Stockholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which that is designed to or which that has constituted or that would reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Offered Securities.

Absence of Manipulation. Such Selling Stockholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted or would be reasonably expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesShares.

Absence of Manipulation. Such No Selling Stockholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted or would be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder has ----------------------- not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted or would might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesCommon Stock.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities; provided that no representation is made with respect to activities of the Underwriter.

Absence of Manipulation. Such Selling Stockholder has not taken, nor taken and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted or would that might be reasonably expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesShares.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which that is designed to or which constituted or would be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such The Selling Stockholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted or that would reasonably be expected to cause or result in any stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesShares.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor taken and will such Selling Stockholder not take, directly or indirectly, any action which that is designed to or which that has constituted or that would reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale to or resale by the Underwriters of the Securities.

Absence of Manipulation. Such The Selling Stockholder Shareholder (x) prior to the date hereof, has not taken, nor taken any action which has constituted and (y) will such Selling Stockholder take, directly or indirectly, not take any action which is designed to or which constituted constitutes or would which might be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate in connection with the sale or resale offering of the SecuritiesSecurities in violation of Regulation M under the 1934 Act.

Absence of Manipulation. Such The Selling Stockholder Shareholder has not taken, nor taken and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted or would be expected to cause or result in in, or that constitutes or might reasonably be expected to constitute, the stabilization or manipulation of the price of the Shares, any security of the Company or any “reference security” (as defined in Rule 100 of Regulation M under the Exchange Act) to facilitate the sale or resale of the SecuritiesShares or otherwise, and has taken no action, and will not take any action, that would directly or indirectly violate Regulation M under the Exchange Act.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor taken and will such Selling Stockholder not take, directly or indirectly, any action which that is designed to or which that has constituted or would might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.Shares;

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor taken and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or which would be expected to cause or result in stabilization or manipulation of the price of any security of the Company or the Operating Partnership to facilitate the sale or resale of the Secondary Securities.

Absence of Manipulation. Such Selling Stockholder has not taken, nor taken and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result result, under the Securities Exchange Act of 1934 or otherwise, in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesRepurchase Shares.

Absence of Manipulation. Such Selling Stockholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted or would be expected to cause or result in stabilization or manipulation of the price of any security of the Company any XPO Party to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor will such Selling Stockholder take, directly or indirectly, any action which that is designed to or which that has constituted or that would reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company or CPE Resources to facilitate the sale or resale of the Offered Securities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted or would be reasonably expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such The Selling Stockholder Shareholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted or reasonably would be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesShares or to result in a violation of Regulation M under the 1934 Act.

Absence of Manipulation. Such The Selling Stockholder Shareholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.Shares in violation of Regulation M.

Absence of Manipulation. Such Selling Stockholder has not taken, nor will such Selling Stockholder take, directly or indirectly, any action which that is designed to or which that has constituted or that would reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Optional Securities.

Absence of Manipulation. Such Selling Stockholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesShares.

Absence of Manipulation. Such The Selling Stockholder has not taken, nor taken and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted that would constitute or would that might reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would be expected to cause or result in unlawful stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder has not taken, nor taken and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted that would constitute or would that might reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities; provided that the foregoing shall not prohibit transactions effected in compliance with Regulation M under the 1933 Act.

Absence of Manipulation. Such The Selling Stockholder has not taken, nor will such Selling Stockholder take, directly or indirectly, any action which is designed to cause or which has constituted or would which might reasonably be expected to cause or result result, under the Exchange Act or otherwise, in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesStock or in violation of Regulation M under the Exchange Act.

Absence of Manipulation. Such The Selling Stockholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesShares.

Absence of Manipulation. Such Each of the Company and the Selling Stockholder Shareholder has not taken, nor taken and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted or would might reasonably be expected to cause or result in in, or which has constituted, the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities, and has not effected any sales of Ordinary Shares which are required to be disclosed in response to Item 701 of Regulation S-K under the Securities Act which have not been so disclosed in the Registration Statement.

Absence of Manipulation. Such Selling Stockholder has not taken, nor will such Selling Stockholder take, directly or indirectly, any action which that is designed to or which that has constituted or that would reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesOffered Securities in violation of applicable laws.

Absence of Manipulation. Such The Selling Stockholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result result, under the 1934 Act or otherwise, in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesIR Shares.

Absence of Manipulation. Such The Selling Stockholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesCommon Shares.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor ----------------------- and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company as such terms are defined in, or causing any violation of, the 1934 Act to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor ----------------------- and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation a violation of Regulation M of the price of 1934 Act Regulations with respect to any security of the Company to facilitate the sale or resale of the SecuritiesCompany.

Absence of Manipulation. Such The Selling Stockholder has not taken, nor ----------------------- and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder has not taken, nor will such Selling Stockholder take, directly or indirectly, any action which is designed to or which that has constituted or would that might reasonably be expected to cause or result result, under the Exchange Act or otherwise, in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesSecurities in violation of the Exchange Act or other applicable law.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesSecurities to be sold by such Selling Shareholder.

Absence of Manipulation. Such Selling Stockholder has Shareholders have not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Other than excepted activity pursuant to Regulation M under the Exchange Act, such Selling Stockholder has not taken, nor taken and will such Selling Stockholder not take, directly or indirectly, any action which is that constituted, or any action designed to to, or which constituted or would that might reasonably be expected to cause or result in or constitute, under the Exchange Act or otherwise, stabilization or manipulation of the price of any security of the Company Common Stock to facilitate the sale or resale of the SecuritiesShares.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor taken and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted or would that might reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such The Selling Stockholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.or

Absence of Manipulation. Such Selling Stockholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesSecurities or the Concurrent Securities Repurchase.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would be reasonably expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesSecurities in violation of any federal or state law.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor will such Selling Stockholder take, directly or indirectly, any action which is was designed to cause or result in, or that has constituted or which constituted or would might reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesOffered Securities in violation of Regulation M or any other applicable laws, rules and regulations.

Absence of Manipulation. Such The Selling Stockholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or OR manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder has not taken, nor taken and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted that would constitute or would that might reasonably be expected to cause or result in in, stabilization or manipulation of the price of any security securities of the Company to facilitate the sale or resale of the Offered Securities.

Absence of Manipulation. Such Selling Stockholder Shareholder ----------------------- has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder has not taken, nor ----------------------- and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted constitutes or would be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder has not taken, nor taken and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted or would be expected to cause or result in in, or which constitutes or might reasonably be expected to constitute, the stabilization or manipulation of the price of the Shares or any security of the Company reference security, whether to facilitate the sale or resale of the SecuritiesShares or otherwise and has taken no action which could directly or indirectly violate Regulation M under the Exchange Act.

Absence of Manipulation. Such Selling Stockholder has not taken, nor taken and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which that has constituted or would that could reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.Securities or otherwise, and has taken no action which would directly or indirectly violate Regulation M.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which that is designed to or which that has constituted or would reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesSecurities to be sold by such Selling Shareholder.

Absence of Manipulation. Such The Selling Stockholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted or that would reasonably be expected to cause or result in any stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesOffered Securities .

Absence of Manipulation. Such Selling Stockholder has not taken, nor taken and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted or would that might reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor taken and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted or would be expected to cause or result in in, or which constitutes or might reasonably be expected to constitute, the stabilization or manipulation of the price of the Shares or any security of the Company reference security, whether to facilitate the sale or resale of the SecuritiesShares or otherwise and has taken no action which could directly or indirectly violate Regulation M under the Exchange Act.

Absence of Manipulation. Such Selling Stockholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to designed, or which constituted or would could reasonably be expected in the future to cause or result in in, under the 1933 Act or otherwise, or which has constituted, stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesSecurities or otherwise.

Absence of Manipulation. Such Selling Stockholder has not taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted or would be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Securities.

Absence of Manipulation. Such The Selling Stockholder Shareholder has not taken, nor will such Selling Stockholder take, taken directly or indirectly, indirectly any action which that is designed to or which constituted designed, or would be expected expected, to cause or result in in, or which constitutes, the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesOffered Shares or to result in a violation of Regulation M under the Exchange Act.

Absence of Manipulation. Such Selling Stockholder has not ----------------------- taken, nor and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which has constituted or would which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the International Securities.

Absence of Manipulation. Such Neither Selling Stockholder Shareholder has not taken, nor will such Selling Stockholder take, directly or indirectly, any action which that is designed to or which that has constituted or that would reasonably be expected to cause or result in in, or which has constituted, under the Act, the Exchange Act or otherwise, the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Offered Securities.

Absence of Manipulation. Such Each of the Company and the Selling Stockholder has Shareholder will not taken, nor will such Selling Stockholder take, directly or indirectly, any action which is designed to or which constituted designed, or would reasonably be expected expected, to cause or result in in, or which constitutes, the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesSecurities or a violation of Regulation M under the 1934 Act.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor will such Selling Stockholder take, directly or indirectly, any action which that is designed to or which that has constituted or that would reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the SecuritiesShares.

Absence of Manipulation. Such Selling Stockholder Shareholder has not taken, nor taken and will such Selling Stockholder not take, directly or indirectly, any action which is designed to or which constituted or would be expected to cause or result in in, or which constitutes or would reasonably be expected to constitute, the stabilization or manipulation of the price of the Shares or any security of the Company reference security, whether to facilitate the sale or resale of the SecuritiesShares or otherwise and has taken no action which could directly or indirectly violate Regulation M under the Exchange Act.