Common use of Filing of Prospectus; Preparation of Final Term Sheet Clause in Contracts

Filing of Prospectus; Preparation of Final Term Sheet. (i) The Company will prepare a final term sheet (the “Final Term Sheet”) reflecting the final terms of the Notes, which shall be substantially in the form set forth in Schedule B hereto, and shall file such Final Term Sheet as an “issuer free writing prospectus” pursuant to Rule 433 prior to the close of business within two business days after the date hereof; provided that the Company shall furnish the Underwriters with copies of any such Final Term Sheet a reasonable amount of time prior to the earlier of any such proposed filing or use and will not use or file any such Final Term Sheet to which the Representatives shall reasonably object in writing. (ii) The Company will prepare and file or transmit for filing with the Commission within the time period specified by Rule 424(b) of the 1933 Act Regulations (without reliance on Rule 424(b)(8)), the Prospectus containing the terms of the Notes and such other information as the Representatives and the Company deem appropriate.

Filing of Prospectus; Preparation of Final Term Sheet. (i) The Company will prepare a final term sheet (the “"Final Term Sheet”") reflecting the final terms of the Notes, which shall be substantially in the form set forth in Schedule B hereto, and shall file such Final Term Sheet as an “"issuer free writing prospectus” " pursuant to Rule 433 prior to the close of business within two business days after the date hereof; provided that the Company shall furnish the Underwriters with copies of any such Final Term Sheet a reasonable amount of time prior to the earlier of any such proposed filing or use and will not use or file any such Final Term Sheet to which the Representatives shall reasonably object in writing. (ii) The Immediately following the execution and delivery of this Agreement, the Company will prepare and file or transmit for filing with the Commission within the time period specified by in accordance with Rule 424(b) of the 1933 Act Regulations (without reliance on Rule 424(b)(8)), copies of a supplement to the Prospectus containing the terms of the Notes and such other information as the Representatives and the Company deem appropriate.