Common use of Effectiveness of Registration Statement; Rule 430B Information Clause in Contracts

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement has been declared effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing Date, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities Act, no order preventing or suspending the use of any Preliminary Prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by the Commission. The Company has complied with each request (if any) from the Commission for additional information. The Prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing DateTime, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional informationinformation to the reasonable satisfaction of counsel to the Company and counsel to the Underwriters. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared become effective by the Commission under the Securities Act and, and at each of the Closing Date and any Option Closing Date, Time no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities Act, no order preventing or suspending the use of any Preliminary Prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional information. The Prospectus A prospectus containing the Rule 430B Information information that was omitted from the Registration Statement at the time it become effective but that is deemed to be a part of the Registration Statement pursuant to Rule 430B shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.430B).

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement has been declared effective by the Commission SEC under the Securities 1933 Act and, at each of the Closing Date and any Option Closing Date, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by the CommissionSEC. The Company has complied with each request (if any) from the Commission SEC for additional information. The Prospectus containing the Rule 430B Information shall have been filed with the Commission SEC in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission SEC in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared become effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing DateTime, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities 1933 Act or the 1934 Act, no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied in all material respects with each request (if any) from the Commission for additional information. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement has been declared become effective by the Commission under the Securities Act and, and at each of the Closing Date and any Option Closing Date, Time no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Statutory Prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional information. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared become effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing DateTime, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities Act, no order preventing or suspending the use of any the Preliminary Prospectus or the Prospectus has been issued and no proceedings for any of those purposes or pursuant to Section 8A under the Act have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional informationinformation in connection with the Registration Statement. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by accordance with Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared become effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing DateTime, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional information. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared become effective by the Commission under the Securities Act and, and at each of the Closing Date and any Option Closing Date, Time no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has shall have been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (request, if any) , from or proceedings therefor initiated or threatened by the Commission, and any request on the part of the Commission for additional informationinformation shall have been complied with to the reasonable satisfaction of counsel to the Underwriters. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame period required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared become effective by the Commission under the Securities Act and, and at each of the Closing Date and any Option Closing Date, Time no stop order suspending the effectiveness of the Registration Statement or Statement, any post-effective amendment thereto has shall have been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledgeknowledge of the Transaction Entities, contemplated by contemplated; and the Commission. The Company has complied with each request (request, if any) , from or proceedings therefor initiated or threatened by the Commission, and any request on the part of the Commission for additional informationinformation shall have been complied with to the reasonable satisfaction of counsel to the Underwriters. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared become effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing DateTime, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional information. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.430B. The Company shall have paid the required Commission filing fees relating to the Securities in accordance with Rules 456(a) and 457(o) under the 1933 Act Regulations.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement has been declared effective by the Commission SEC under the Securities 1933 Act and, at each of the Closing Date and any Option Closing Date, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary preliminary Prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by the CommissionSEC. The Company has complied with each request (if any) from the Commission SEC for additional information. The Prospectus containing the Rule 430B Information shall have been filed with the Commission SEC in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission SEC in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared become effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing DateTime, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities 1933 Act, no order preventing or suspending the use of any the Preliminary Prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional information. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing DateTime, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities Act, no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional informationinformation to the reasonable satisfaction of counsel to the Company and counsel to the Underwriters. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement has been declared become effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing DateTime, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional information. The Prospectus A prospectus containing the any information deemed to be a part thereof pursuant to Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.430B. The Company shall have paid the required Commission filing fees relating to the Shares in accordance with Rules 456(a) and 457(o) under the 1933 Act Regulations.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared become effective by the Commission under the Securities Act and, and at each of the Closing Date and any Option Closing Date, Time no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional information. The Prospectus A prospectus containing the information deemed pursuant to Rule 430B Information under the 1933 Act to be part of the Registration Statement at the time of its effectiveness (the “Rule 430B Information”) shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement has been declared effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing Date, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities Act, no order preventing or suspending the use of any Preliminary Prospectus or the Prospectus has been issued issued, and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by the Commission. The Company has complied with each request (if any) from the Commission for additional information. The Prospectus containing the Rule 430B 430A Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.430A.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement has been declared become effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing DateTime, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities Act, no order preventing or suspending the use of any the Preliminary Prospectus or the Prospectus has been issued and no proceedings for any of those purposes or pursuant to Section 8A under the Act have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional informationinformation in connection with the Registration Statement. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by accordance with Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement has been declared become effective by the Commission under the Securities Act and, and at each of the Closing Date and any Option Closing Date, Time no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional information. The Each preliminary prospectus and the Prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement has been declared effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing Date, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities Act, no order preventing or suspending the use of any Preliminary Prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by the Commission. The Company has complied with each request (if any) from the Commission for additional information. The Prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared become effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing DateTime, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional information. The Prospectus A prospectus containing the any information deemed to be a part thereof pursuant to Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) , or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.430B. The Company shall have paid the required Commission filing fees relating to the Securities in accordance with Rules 456(a) and 457(o) under the 1933 Act Regulations.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement has been declared become effective by the Commission under the Securities Act and, and at each of the Closing Date and any Option Closing Date, Time no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional information. The Each preliminary prospectus and the Prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing Date, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional informationinformation to the reasonable satisfaction of counsel to the Company and counsel to the Placement Agent. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement has been declared effective by the Commission SEC under the Securities 1933 Act and, at each of the Closing Date and any Option relevant Closing Date, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by the CommissionSEC. The Company has complied with each request (if any) from the Commission SEC for additional information. The Prospectus containing the Rule 430B Information shall have been filed with the Commission SEC in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission SEC in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared become effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing DateTime, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional information. The Prospectus A prospectus containing the any information deemed to be a part thereof pursuant to Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.430B. The Company shall have paid the required Commission filing fees relating to the Securities in accordance with Rules 456(a) and 457(o) under the 1933 Act Regulations.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement has been declared effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing Date, no stop order suspending the effectiveness of the Registration Statement, the ADS Registration Statement or any post-effective amendment thereto has been issued under the Securities Act, no order preventing or suspending the use of any Preliminary Prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by the Commission. The Company has complied with each request (if any) from the Commission for additional information. The Prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing DateTime, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s 's knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional informationinformation to the reasonable satisfaction of counsel to the Company and counsel to the Underwriters. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.430B. The Canadian Final MJDS Supplement shall have been filed with the Canadian Regulators in the manner and within the time frame required by Canadian Securities Laws.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared become effective by the Commission under the Securities Act and, and at each of the Closing Date and any Option Closing Date, Time no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has shall have been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledgeknowledge of the Transaction Entities, contemplated by contemplated; and the Commission. The Company has complied with each request (request, if any) , from or proceedings therefor initiated or threatened by the Commission, and any request on the part of the Commission for additional informationinformation shall have been complied with to the reasonable satisfaction of counsel to the Underwriters. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing DateTime, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional informationinformation to the reasonable satisfaction of counsel to the Company and counsel to the Underwriters. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing DateTime, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional informationinformation to the reasonable satisfaction of counsel to the Company and counsel to the Underwriter. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared become effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing DateTime, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has will have been issued under the Securities Act, no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has will have been issued and no proceedings for any of those purposes will have been instituted or are instituted, will be pending or, to the CompanyPartnership’s knowledge, contemplated by contemplated; and the Commission. The Company has Partnership will have complied with each request (if any) from the Commission for additional information. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared become effective by the Commission under the Securities Act and, and at each of the Closing Date and any Option Closing Date, Time no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has shall have been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated threatened, by the Commission. The ; and the Company has complied with each request (request, if any) , from or proceedings therefor initiated or threatened by the Commission, and any request on the part of the Commission for additional informationinformation shall have been complied with to the reasonable satisfaction of counsel to the Underwriters. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame period required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing DateTime, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional informationinformation to the reasonable satisfaction of counsel to the Company and counsel to the Underwriters. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.430B. The Canadian Final MJDS Supplement shall have been filed with the Canadian Regulators in the manner and within the time frame required by Canadian Securities Laws.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared become effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing DateTime, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities Act, no order preventing or suspending the use of any the Preliminary Prospectus or the Prospectus has been issued and no proceedings for any of those purposes or pursuant to Section 8A under the Act have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional informationinformation in connection with the Registration Statement. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by accordance with Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B..

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared become effective by the Commission under the Securities Act and, and at each of the Closing Date and any Option Closing Date, Time no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional information. The Prospectus A prospectus containing the Rule 430B Information information that was omitted from the Registration Statement at the time it become effective but that is deemed to be a part of the Registration Statement pursuant to Rule 430B shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.430B).

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared become effective by the Commission under the Securities Act and, and at each of the Closing Date and any Option Closing Date, Time no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has shall have been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the knowledge of the Operating Partnership and the Company’s knowledge, contemplated contemplated; and the Operating Partnership and the Company have complied with each request, if any, from or proceedings therefor initiated or threatened by the Commission. The Company has complied with each , and any request (if any) from on the part of the Commission for additional informationinformation shall have been complied with to the reasonable satisfaction of counsel to the Underwriters. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement (including for the avoidance of doubt any Rule 462(b) Registration Statement) has been declared become effective by the Commission under the Securities Act and, and at each of the Closing Date and any Option Closing Date, Time no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional information. The Prospectus A prospectus containing the Rule 430B Information information that was omitted from the Registration Statement at the time it became effective but that is deemed to be a part of the Registration Statement pursuant to Rule 430B shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.430(B).

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement has been declared effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing Date, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities Act, no order preventing or suspending the use of any Preliminary Prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s 's knowledge, contemplated by the Commission. The Company has complied with each request (if any) from the Commission for additional information. The Prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared become effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing DateTime, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities 1933 Act, no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional information. The Prospectus A prospectus containing the any information deemed to be a part thereof pursuant to Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.430B. The Company shall have paid the required Commission filing fees relating to the Shares in accordance with Rules 456(a) and 457(o) under the 1933 Act Regulations.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement has been declared effective by the Commission under the Securities Act and, at At each of the Closing Date and any Option Closing Date, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has shall have been issued under the Securities Act, no order preventing or suspending the use of any Preliminary Prospectus or the Prospectus has shall have been issued and no proceedings for any of those purposes shall have been instituted or are pending or, to the Company’s knowledge, contemplated by the Commission. The Company has complied with each request (if any) from the Commission for additional information. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) under the Securities Act Regulations (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.430B under the Securities Act Regulations.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement has been declared Statements, including any Rule 462(b) Registration Statement, have become effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing Date, no stop order suspending the effectiveness of the Registration Statement Statements or any post-effective amendment thereto has been issued under the Securities Act, no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional information. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement has been declared effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing DateDate (if any), no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities Act, no order preventing or suspending the use of any the Preliminary Prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by the Commissionpending. The Company has complied with each request (if any) from the Commission for additional information. The Prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared become effective by the Commission under the Securities Act and, and at each of the Closing Date and any Option Closing Date, Time no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities Act, no order preventing or suspending the use of any Preliminary Prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional information. The Prospectus A prospectus containing the Rule 430B Information information that was omitted from the Registration Statement at the time it become effective but that is deemed to be a part of the Registration Statement pursuant to Rule 430B shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared become effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing DateTime, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities Act1933 Act or proceedings therefor or pursuant to Section 8(A) of the 1933 Act , no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional informationinformation in connection with the Registration Statement. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by accordance with Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B..

Effectiveness of Registration Statement; Rule 430B Information. The Registration Statement Statement, including any Rule 462(b) Registration Statement, has been declared become effective by the Commission under the Securities Act and, at each of the Closing Date and any Option Closing Date, no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto has been issued under the Securities Act, no order preventing or suspending the use of any Preliminary Prospectus preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated by contemplated; and the Commission. The Company has complied with each request (if any) from the Commission for additional information. The Prospectus A prospectus containing the Rule 430B Information shall have been filed with the Commission in the manner and within the time frame required by Rule 424(b) (without reliance on Rule 424(b)(8)) or a post-effective amendment providing such information shall have been filed with, and declared effective by, the Commission in accordance with the requirements of Rule 430B.