Common use of Conditions to the Underwriters’ Obligations Clause in Contracts

Conditions to the Underwriters’ Obligations. The obligations of the Company to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Stockholder to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•[ ] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:••] [A./P.]M. p.m. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The several obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•—] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. (New York City _____], Pacific time) , on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Stockholders to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the an Applicable Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•5:00 p.m.] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•●] [A./P.]M. p.m. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Shareholders to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•—] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company to sell the Shares Offered Securities to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares Offered Securities on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•[ ] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters to purchase and pay for the Offered Securities are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•[ ● ] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•________] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date and the Option Closing Date, as the case may be, are subject to the condition that the Registration Statement shall have become effective not later than [•:•_____] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Stockholders to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. [ ], 2012 (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Shareholders to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. (New York City time) on or prior to the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company and the Selling Shareholder to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Firm Shares on the Closing Date or the Additional Shares on each Option Closing Date, as the case may be, are subject to the condition that the Registration Statement shall have become effective not later than [•:••] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Stockholder to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•●] [A./P.]M. p.m. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The Selling Shareholders’ several obligations of the Company to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Shareholders to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. __________ (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to subscribe for, purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•[ ] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Shareholder to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•●] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Shareholder to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. November 2, 2016 (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Shareholder to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•·] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company and the Firm Selling Stockholders to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•__________] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. ___(New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The several obligations of the Company Selling Stockholders to sell the Shares and Warrants to the Underwriters and the several obligations of the Underwriters Underwriters, to purchase and pay for the Shares and Warrants on the Closing Date are subject to the condition that that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:••] [A./P.]M. a.]/[p.][m.] (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Stockholder to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•__________] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Shareholder to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. (*], New York City time) , on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the each Applicable Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:••] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Stockholders to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. 3:00 p.m. (New York City time) on the date hereof and, if the Rule 462 Registration Statement (if any) has not become effective prior to the execution and delivery of this Agreement, such Rule 462 Registration Statement has been filed by 10:00 p.m. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•[ ] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:.

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. (, New York City time) , on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations obligation of the Company Sellers to sell the Shares to the Underwriters Underwriter and the several obligations of the Underwriters Underwriter to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. (5:00 P.M., New York City time) , on the date hereof. The several obligations obligation of the Underwriters are Underwriter to purchase the Shares is subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on at the applicable Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•[ ] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Stockholders to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•[ l ] [A./P.]M. p.m. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the performance by the ZoomInfo Parties and each of the Selling Stockholders of their covenants and obligations hereunder and the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. • (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Stockholder to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date or applicable Optional Closing Date, as the case may be, are subject to the condition that the Registration Statement shall have become continue to be effective not later than [•:•] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations obligation of the Company Selling Stockholder to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. 5:00 p.m. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations obligation of the Company Selling Shareholder to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date or an Option Closing Date, as the case may be, are subject to the condition that the Registration Statement and the ADR Registration Statement each shall have become effective not later than [•:•] [A./P.]M. 4:00 p.m. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. __ (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Shareholders to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•—] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the accuracy of the representations and warranties of the Company as of the date hereof and as of the Closing Date and to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Shareholders to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•__________] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•[ — ] [A./P.]M. a.m.][p.m.] (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•[ ● ] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Stockholder to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:••] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The several obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•·] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:••] [A./P.]M. (New a.][p.]m.(New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The several obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. (__________, New York City time) , on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The several obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. _____ (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:.

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Shareholder to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. August 8, 2016 (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Stockholder to sell the Shares to the Underwriters Underwriter and the several obligations of the Underwriters Underwriter to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. 8:45 a.m. (New York City time) on the date hereof. The several obligations of the Underwriters Underwriter are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•·] [A./P.]M. p.m. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the each Applicable Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•[ ] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. ([ ], New York City time) , on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. [ ● ], 2016 (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. l (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. ●], 2020 (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date or the Option Closing Date, as the case may be, are subject to the condition that the Registration Statement shall have become effective not later than [•:•[ ] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Firm Selling Shareholders to sell the Firm Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Firm Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement and the ADR Registration Statement each shall have become effective not later than [•:•[ o ] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company each Seller to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:••] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Shareholders to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Shareholder to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become remain effective not later than [•:•] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:••][a.m.][p.m.] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Shareholders to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•-] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The several obligations of the Company Selling Stockholders to sell the Shares and Warrants to the Underwriters and the several obligations of the Underwriters Underwriters, to purchase and pay for the Shares and Warrants on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•[ l ] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Shareholders to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•__________] [A./P.]M. (a.]/[p.][m.] New York City time) time on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The several obligations of the Company Selling Shareholders to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•●]:[●][●] [A./P.]M. (p.m., New York City time) , on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations obligation of the Company Selling Shareholders to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Stockholder to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. __________ (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of ------------------------------------------- the Selling Stockholder and the Company to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. ________ (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditionsconditions : (a) Subsequent to the execution and delivery of this Agreement and prior to the Closing Date:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Stockholders to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become continue to be effective not later than [•:•] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations obligation of the Company Selling Stockholder to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•*] [A./P.]M. (New York City Houston time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Stockholders to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:••] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Issuers to sell the Shares Firm Securities to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares Firm Securities on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. ______ (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition conditions that the Registration Statement shall have become effective not later than [•:•·] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•[ ] [A./P.]M. (New York City Boston time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations obligation of the Company to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become been declared effective by the Commission not later than [•:•●] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date (and Option Closing Date, if applicable) are subject to the condition that the Registration Statement shall have become effective not later than [•:•[ ] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•●] [A./P.]M. a][p].m. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations obligation of the Company to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations obligation of the Company Selling Stockholder to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date or an Option Closing Date, as applicable, are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. 3:00 p.m. (New York City Houston time) on the date hereof. The several obligations of the Underwriters are subject hereof and to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the each Applicable Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•—] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•[ 🌑 ] [A./P.]M. p.m. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•[ l ] [A./P.]M. p.m. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Stockholders to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date hereunder are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. 4:00 p.m. (New York City time) on the date hereof. The several obligations of the Underwriters hereunder are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition conditions that the Registration Statement shall have become effective not later than [•:•—] [A./P.]M. (New York City time) on the date hereofhereof and that no order suspending the effectiveness of the Registration Statement shall be in effect, and no proceeding for such purpose pursuant to Section 8A under the Securities Act shall be pending before or threatened by the Commission. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date as set forth in this Agreement are subject to the condition that the Registration Statement shall have become effective not later than [•:••] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Selling Stockholder to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:••] [A./P.]M. p.m. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•●] [A./P.]M. a.m.][p.m.] (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•[ 🌑 ] [A./P.]M. a.][p.]m. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The several obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date (and the Option Closing Date, if applicable) are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The several obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•[ ] [A./P.]M. p.m. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company Sellers to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on the an Applicable Closing Date are subject to the condition that the Registration Statement shall have become effective not later than [•:•[ ] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions:

Conditions to the Underwriters’ Obligations. The obligations of the Company to sell the Shares Offered Securities to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares Offered Securities on the Closing Date are subject to the condition that the Registration Statement Statements shall have become effective not later than [•:•____] [A./P.]M. (New York City time) on the date hereof. The several obligations of the Underwriters to purchase and pay for the Offered Securities are subject to the following further conditions: