Common use of Distribution of Offering Material By the Company Clause in Contracts

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has and its affiliates have not distributed and will not distribute, prior to the later of the Second Option Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common SharesSecurities, any written offering material in connection with the offering and sale of the Common Shares Securities other than a preliminary prospectusthe Prospectus, the Prospectus Registration Statement or the Registration Statementany Issuer Free Writing Prospectus.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus, any Issuer Free Writing Prospectus reviewed and consented to by the Representatives or included in Schedule B hereto or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second each Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common SharesUnits, any offering material in connection with the offering and sale of the Common Shares Units other than a preliminary prospectus, the Prospectus, any Issuer Free Writing Prospectus or reviewed and consented to by the Representative, and the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common SharesSecurities, any offering material in connection with the offering and sale of the Common Shares Securities other than a preliminary prospectusthe Preliminary Prospectus, the Prospectus and any Issuer Free Writing Prospectus reviewed and consented to by the Representative and included in Schedule B hereto or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common SharesSecurities, any offering material in connection with the offering and sale of the Common Shares Securities other than a preliminary prospectusthe Pre-Pricing Prospectus, the Prospectus, and any Issuer Free Writing Prospectus reviewed and consented to by the Representatives or identified in Schedule B hereto or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus, any Issuer Free Writing Prospectus reviewed and consented to by the Representatives or included in Schedule C hereto or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectusthe Pre-Pricing Prospectus, the Prospectus, any Issuer Free Writing Prospectus reviewed and consented to by the Representatives or included in Schedule C hereto or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a any preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus, any Issuer Free Writing Prospectus reviewed and consented to by the Representative or included in Schedule B hereto or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectusthe Pre-Pricing Prospectus, the Prospectus and any Issuer Free Writing Prospectus reviewed and consented to by the Representatives or identified in Schedule C hereto or the Registration Statement.

Distribution of Offering Material By the Company. The Company has and its affiliates have not distributed and will not distribute, prior to the later of the Second Option Closing Date (as defined below) and the completion of the Underwriters' Underwriter’s distribution of the Common SharesSecurities, any written offering material in connection with the offering and sale of the Common Shares Securities other than a preliminary prospectusthe Prospectus, the Prospectus Registration Statement or the Registration Statementany Issuer Free Writing Prospectus.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second each Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common SharesUnits, any offering material in connection with the offering and sale of the Common Shares Units other than a preliminary prospectus, the Prospectus, any Issuer Free Writing Prospectus or reviewed and consented to by the Representative and the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined belowhereinafter defined) and or the completion of the Underwriters' ’ distribution of the Common Offered Shares, any offering material in connection with the offering and sale of the Common Offered Shares other than a preliminary prospectus, the Prospectus Prospectus, or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) ), if any, and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus, any Issuer Free Writing Prospectus reviewed and consented to by the Representative or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any written offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Subsequent Closing Date (as defined belowherein) and the completion of the Underwriters' ’ distribution of the Common SharesUnits, any offering material in connection with the offering and sale of the Common Shares Units other than a preliminary prospectus, the Prospectus Prospectus, or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distributedistribute to potential investors or to the general public, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' Underwriter’s distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectusthe Time of Sale Prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing final Date of Delivery (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the public offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later earlier of the Second Closing Date (as defined belowpurchase of all Optional Common Shares or the expiration of the period referred to in Section 2(c) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second each Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectusPreliminary Prospectus, the Prospectus, any Issuer Free Writing Prospectus or reviewed and consented to by the Representative and the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Option Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and nor will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common SharesSecurities, any offering material in connection with the offering and sale of the Common Shares Securities other than a preliminary prospectusthe Preliminary Prospectus, the Prospectus or and any Issuer Free Writing Prospectus reviewed and consented to by the Registration StatementRepresentatives.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second latest Closing Date (as defined in Section 5 below) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectusPreliminary Prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Offered Shares, any offering material in connection with the offering and sale of the Common Offered Shares other than a preliminary prospectus, the Prospectus or the Registration Statement, the Time of Sale Prospectus and the Prospectus.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectusthe Preliminary Prospectus, the Prospectus, any Issuer Free Writing Prospectus reviewed and consented to in writing by the Representative or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and or the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Subsequent Closing Date (as defined below) and the completion of the Underwriters' Underwriter’s distribution of the Common SharesUnits, any offering material in connection with the offering and sale of the Common Shares Units other than a preliminary prospectusthe Preliminary Prospectus, the Prospectus or the Registration Statement, each reviewed and consented to in writing by the Underwriter.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined belowhereinafter defined) and or the completion of the Underwriters' distribution of the Common Offered Shares, any offering material in connection with the offering and sale of the Common Offered Shares other than a preliminary prospectus, the Prospectus Prospectus, or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectusany Preliminary Prospectus, the Prospectus, any Issuer Free Writing Prospectus reviewed and consented to by the Representatives or included in Schedule D hereto or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus, any Issuer Free Writing Prospectus reviewed and consented to by the Representatives or included in Schedule C hereto or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and or sale of the Common Shares other than a the Registration Statement, the preliminary prospectus, the Prospectus or Permitted Free Writing Prospectuses reviewed and consented to by the Registration StatementRepresentatives and included in Schedule II hereto, and the Prospectus.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus, any Issuer Free Writing Prospectus reviewed and consented to by the Representatives or included in Schedule B hereto or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Subsequent Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectusPreliminary Prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common SharesSecurities, any offering material in connection with the offering and sale of the Common Shares Securities other than a preliminary prospectusthe Preliminary Final Prospectus, the Final Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not ------------------------------------------------ distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' Underwriter's distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' Underwriter's distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Neither the Company nor the Selling Stockholder has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than the Registration Statement, a preliminary prospectusPreliminary Prospectus, the Pricing Disclosure Package, the Prospectus or the Registration Statementand any Permitted Free Writing Prospectus.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' Underwriter's distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second each Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common SharesSecurities, any offering material in connection with the offering and sale of the Common Shares Securities other than a preliminary prospectusPreliminary Prospectus, the Prospectus, any Issuer Free Writing Prospectus or reviewed and consented to by the Representative and the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common SharesShares (of which the Underwriters will notify the Company), any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus, any Issuer Free Writing Prospectus reviewed and consented to by the Representatives or included in Schedule B hereto or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common SharesProspectus Delivery Period (as defined below), any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectusthe Preliminary Prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' Underwriter’s distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus, any Issuer Free Writing Prospectus reviewed and consented to by the Underwriter or included in Schedule 1 hereto or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectusPreliminary Prospectus, the Prospectus, any Issuer Free Writing Prospectus reviewed and consented to by the Representative or included in Schedule B hereto or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus, any Issuer Free Writing Prospectus reviewed and consented to by WSI or included in Schedule B hereto or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' Underwriter's distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus, any Issuer Free Writing Prospectus reviewed and consented to by the Underwriter or included in Schedule 1 hereto or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus, any Issuer Free Writing Prospectus reviewed and consented to by ML or included in Schedule C hereto or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Option Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration StatementStatement and any other material permitted under the Securities Act.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus, any Issuer Free Writing Prospectus reviewed and consented to by the Representatives or the Registration Statement.

Distribution of Offering Material By the Company. The Company has and its affiliates have not distributed and will not distribute, prior to the later of the Second Additional Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common SharesSecurities, any written offering material in connection with the offering and sale of the Common Shares Securities other than a preliminary prospectusthe Prospectus, the Prospectus Registration Statement or the Registration Statementany Issuer Free Writing Prospectus.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second each Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common SharesSecurities, any offering material in connection with the offering and sale of the Common Shares Securities other than a preliminary prospectus, the Prospectus, any Issuer Free Writing Prospectus or reviewed and consented to by the Representative and the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and Date, if any, or the completion of the Underwriters' distribution of the Common Offered Shares, any offering material in connection with the offering and sale of the Common Offered Shares other than a preliminary prospectusPreliminary Prospectus, the Prospectus Prospectus, any Issuer General Use Free Writing Prospectus, or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Optional Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus, any Issuer Free Writing Prospectus reviewed and consented to by the Representative or included in Schedule III hereto or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus, any Issuer Free Writing Prospectus reviewed and consented to by the Representatives or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or and the Registration StatementStatement or other materials permitted by the Securities Act.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectusthe Preliminary Prospectus, the Prospectus Supplement, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common SharesShares (of which the Underwriters will notify the Company), any offering material in connection with the offering and sale of the Common Shares other than a the preliminary prospectusprospectus included in the Disclosure Package, the Prospectus, any Issuer Free Writing Prospectus reviewed and consented to by the Representatives or included in Schedule B hereto or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common SharesNotes, any offering material in connection with the offering and sale of the Common Shares Notes other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined belowhereinafter defined) and or the completion of the Underwriters' Underwriter’s distribution of the Common Offered Shares, any offering material in connection with the offering and sale of the Common Offered Shares other than a preliminary prospectusthe Prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second each Subsequent Closing Date (as defined below) and the completion of the Underwriters' Underwriter's distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus, any Issuer Free Writing Prospectus reviewed and consented to by the Underwriter or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and or sale of the Common Shares other than a the Registration Statement, the preliminary prospectus, the Prospectus or Permitted Free Writing Prospectuses reviewed and consented to by the Registration StatementRepresentative and included in Schedule III hereto, and the Prospectus.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectusthe Prospectus, any Issuer Free Writing Prospectus reviewed and consented to by the Prospectus Representatives or included in Schedule C hereto or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any written offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined belowhereinafter defined) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' " distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectusPreliminary Prospectus, the Prospectus, any Issuer Free Writing Prospectus reviewed and consented to by the Representatives or included in Schedule B hereto or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or Prospectuses and the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus (including any prospectus wrapper) or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Subsequent Closing Date (as defined below) and the completion of the Underwriters' Underwriter’s distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus, any Issuer Free Writing Prospectus reviewed and consented to by the Underwriter or included in Schedule A hereto or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus Prospectuses or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or Prospectus, the Registration StatementStatement or any other material permitted under the Securities Act.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined belowin Section 2 of this Agreement) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Neither the Company has not distributed and nor the Predecessor have distributed, nor will not the Company distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or Prospectus, the Registration StatementStatement and any press release meeting the requirements of Rule 134 or Rule 135 under the Securities Act.

Distribution of Offering Material By the Company. The Company has not distributed and will not distributedistribute to potential investors or to the general public, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' Underwriter’s distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Final Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, Offered Shares any offering material in connection with the offering and sale of the Common Offered Shares other than a preliminary prospectus, the Prospectus or the Registration Statement, the Time of Sale Prospectus and the Prospectus.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement, as supplemented or amended.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second last Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a the Base Prospectus including any preliminary prospectus, the Prospectus, any Issuer Free Writing Prospectus reviewed and consented to by the Representatives or included in Schedule C hereto or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectusthe Pre-Pricing Prospectus, the Prospectus and any Issuer Free Writing Prospectus reviewed and consented to by the Representatives or identified in Schedule C hereto or the Registration Statement.

Distribution of Offering Material By the Company. The Neither the Company nor any Subsidiary has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distributedistribute to potential investors or to the general public, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' Underwriter’s distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectusthe Time of Sale Prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has and its affiliates have not distributed and will not distribute, prior to the later of the Second Option Closing Date (as defined below) and the completion of the Underwriters' Underwriter’s distribution of the Common SharesSecurities, any written offering material in connection with the offering and sale of the Common Shares Securities other than a preliminary prospectusPreliminary Prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The ------------------------------------------------ Company has not distributed and will not distribute, prior to the later of the Second Option Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any written offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectusPreliminary Prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' Underwriter's distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second each Subsequent Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus, any Issuer Free Writing Prospectus reviewed and consented to by the Representatives or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.material

Distribution of Offering Material By the Company. The Company has and its affiliates have not distributed and will not distribute, prior to the later of the Second Option Closing Date (as defined below) and the completion of the Underwriters' ’ distribution of the Common SharesSecurities, any written offering material in connection with the offering and sale of the Common Shares Securities other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common Shares, any offering material in connection with the public offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.

Distribution of Offering Material By the Company. The Company has not distributed and will not distribute, prior to the later of the Second Closing Date (as defined below) and the completion of the Underwriters' distribution of the Common Shares, any written offering material in connection with the offering and sale of the Common Shares other than a preliminary prospectus, the Prospectus or the Registration Statement.