Common use of Increase in Underwriters’ Commitments Clause in Contracts

Increase in Underwriters’ Commitments. If any Underwriter shall default in its obligation to take up and pay for the Securities to be purchased by it hereunder on the Closing Date or any Option Closing Date and if the amount of Securities that all Underwriters so defaulting shall have agreed but failed to take up and pay for does not exceed 10% of the total number of Securities that the Underwriters are obligated to purchase on the Closing Date or Option Closing Date, as the case may be, the non-defaulting Underwriters shall take up and pay for (in addition to the Securities they are obligated to purchase pursuant to Section 1 hereof) the number of Securities agreed to be purchased by all such defaulting Underwriters on the Closing Date or Option Closing Date, as the case may be, as hereinafter provided. Such Securities shall be taken up and paid for by such non-defaulting Underwriter or Underwriters in such amount or amounts as you may designate with the consent of each Underwriter so designated or, in the event no such designation is made, such Securities shall be taken up and paid for by all non-defaulting Underwriters pro rata in proportion to the aggregate amount of Securities set opposite the names of such non-defaulting Underwriters in Schedule I. If a new allocation is made in accordance with the foregoing provision, you shall have the right to postpone the Closing Date or Option Closing Date, as the case may be, for a period not exceeding five business days in order that any necessary changes in the Registration Statement and Prospectus and other documents may be effected. The term Underwriter as used in this agreement shall refer to and include any Underwriter substituted under this Section 11 with like effect as if such substituted Underwriter had originally been named in Schedule I. If the amount of Securities that all Underwriters so defaulting shall have agreed but failed to take up and pay for exceeds 10% of the total number of Securities that the Underwriters are obligated to purchase on the Closing Date or Option Closing Date, as the case may be, this Agreement shall terminate without liability on the part of any non-defaulting Underwriter (provided that if such default occurs with respect to Additional Securities after the Closing Date, this Agreement will not terminate as to the Firm Securities).

Increase in Underwriters’ Commitments. If Subject to Sections 6 and 7, if any Underwriter shall default in its obligation to take up purchase and pay for the Securities Firm Shares to be purchased by it hereunder on (otherwise than for a reason sufficient to justify the Closing Date or any Option Closing Date termination of this Agreement under the provisions of Section 7 hereof) and if the amount number of Securities that Firm Shares which all Underwriters so defaulting shall have agreed but failed to take up purchase and pay for does not exceed 10% of the total number of Securities that the Underwriters are obligated to purchase on the Closing Date or Option Closing Date, as the case may beFirm Shares, the non-defaulting Underwriters shall take up purchase and pay for (in addition to the Securities aggregate number of Firm Shares they are obligated to purchase pursuant to Section 1 hereof) the number of Securities Firm Shares agreed to be purchased by all such defaulting Underwriters on the Closing Date or Option Closing Date, as the case may beUnderwriters, as hereinafter provided. Such Securities Shares shall be taken up purchased and paid for by such non-defaulting Underwriter or Underwriters in such amount or amounts as you may designate with the consent of each Underwriter so designated or, in the event no such designation is made, such Securities Shares shall be taken up purchased and paid for by all non-defaulting Underwriters pro rata in proportion to the aggregate amount number of Securities Firm Shares set opposite the names of such non-defaulting Underwriters in Schedule I. A. Without relieving any defaulting Underwriter from its obligations hereunder, the Company and the Selling Stockholder agree with the non-defaulting Underwriters that the Selling Stockholder will not sell any Firm Shares hereunder unless all of the Firm Shares are purchased by the Underwriters (or by substituted Underwriters selected by you with the approval of the Company and the Selling Stockholder or selected by the Company and the Selling Stockholder with your approval). If a new allocation is made Underwriter or Underwriters are substituted by the Underwriters or by the Company and the Selling Stockholder for a defaulting Underwriter or Underwriters in accordance with the foregoing provision, the Company and the Selling Stockholder or you shall have the right to postpone the Closing Date or Option Closing Date, as the case may be, time of purchase for a period not exceeding five business days in order that any necessary changes in the Registration Statement and Prospectus and other documents may be effected. The term Underwriter as used in this agreement Agreement shall refer to and include any Underwriter substituted under this Section 11 8 with like effect as if such substituted Underwriter had originally been named in Schedule I. A. If the amount aggregate number of Securities that all Shares which the defaulting Underwriter or Underwriters so defaulting shall have agreed but failed to take up and pay for purchase exceeds 10% of the total number of Securities that the Firm Shares which all Underwriters are obligated agreed to purchase on hereunder, and if neither the Closing Date non-defaulting Underwriters nor the Company and the Selling Stockholder shall make arrangements within the five business day period stated above for the purchase of all the Shares which the defaulting Underwriter or Option Closing Date, as the case may beUnderwriters agreed to purchase hereunder, this Agreement shall terminate be terminated without further act or deed and without any liability on the part of the Company and the Selling Stockholder to any non-defaulting Underwriter and without any liability on the part of any non-defaulting Underwriter (provided that if such default occurs with respect to Additional Securities after the Closing Date, this Agreement will not terminate as to the Firm Securities)Company and the Selling Stockholder. Nothing in this paragraph, and no action taken hereunder, shall relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.

Increase in Underwriters’ Commitments. If any Underwriter shall default in its obligation to take up and pay for the Securities to be purchased by it hereunder on the Closing Date or any Option Closing Date and if the amount of Securities that all Underwriters so defaulting shall have agreed but failed to take up and pay for does not exceed 10% of the total number of Securities that the Underwriters are obligated to purchase on the Closing Date or Option Closing Date, as the case may be, the non-defaulting Underwriters shall take up and pay for (in addition to the Securities they are obligated to purchase pursuant to Section 1 hereof) the number of Securities agreed to be purchased by all such defaulting Underwriters on the Closing Date or Option Closing Date, as the case may be, as hereinafter provided. Such Securities shall be taken up and paid for by such non-defaulting Underwriter or Underwriters in such amount or amounts as you may designate with the consent of each Underwriter so designated or, in the event no such designation is made, such Securities shall be taken up and paid for by all non-defaulting Underwriters pro rata in proportion to the aggregate amount of Securities set opposite the names of such non-defaulting Underwriters in Schedule I. If a new allocation is made in accordance with the foregoing provision, you shall have the right to postpone the Closing Date or Option Closing Date, as the case may be, for a period not exceeding five business days in order that any necessary changes in the Registration Statement and Prospectus and other documents may be effected. The term Underwriter as used in this agreement shall refer to and include any Underwriter substituted under this Section 11 with like effect as if such substituted Underwriter had originally been named in Schedule I. If the amount of Securities that all Underwriters so defaulting shall have agreed but failed to take up and pay for exceeds 10% of the total number of Securities that the Underwriters are obligated to purchase on the Closing Date or Option Closing Date, as the case may be, this Agreement shall terminate without liability on the part of any non-defaulting Underwriter (provided that if such default occurs with respect to Additional Securities after the Closing Date, this Agreement will not terminate as to the Firm Securities)Underwriter.

Increase in Underwriters’ Commitments. If Subject to Sections 6 and 7, if any Underwriter shall default in its obligation to take up and pay for the Securities to be purchased by it hereunder on (otherwise than for reasons sufficient to justify the Closing Date or any Option Closing Date termination of this Agreement under the provisions of Section 7 hereof) and if the principal amount of Securities that which all Underwriters so defaulting shall have agreed but failed to take up and pay for does not exceed 10% of the total number aggregate principal amount of Securities that the Underwriters are obligated to purchase on the Closing Date or Option Closing Date, as the case may beSecurities, the non-defaulting Underwriters shall take up and pay for (in addition to the principal amount of Securities they are obligated to purchase pursuant to Section 1 hereof) the number principal amount of Securities agreed to be purchased by all such defaulting Underwriters on the Closing Date or Option Closing Date, as the case may beUnderwriters, as hereinafter provided. Such Securities shall be taken up and paid for by such non-defaulting Underwriter or Underwriters in such principal amount or amounts as you may designate with the consent of each Underwriter so designated or, in the event no such designation is made, such Securities shall be taken up and paid for by all non-defaulting Underwriters pro rata in proportion to the aggregate principal amount of Securities set opposite the names of such non-defaulting Underwriters in Schedule I. A. If a new allocation is made Underwriter or Underwriters are substituted by the Underwriters or by the Offerors for a defaulting Underwriter or Underwriters in accordance with the foregoing provision, the Offerors or you shall have the right to postpone the Closing Date or Option Closing Datetime of purchase and the additional time of purchase, as the case may be, for a period not exceeding five business days in order that any necessary changes in the Registration Statement and Prospectus and other documents may be effected. The term Underwriter as used in this agreement shall refer to and include any Underwriter substituted under this Section 11 8 with like effect as if such substituted Underwriter had originally been named in Schedule I. A. If the aggregate principal amount of Securities that all which the defaulting Underwriter or Underwriters so defaulting shall have agreed but failed to take up and pay for purchase exceeds 10% of the total number aggregate principal amount of Securities that the which all Underwriters are obligated agreed to purchase on hereunder, and if neither the Closing Date non-defaulting Underwriters nor the Offerors shall make arrangements within the five business day period stated above for the purchase of all the Securities which the defaulting Underwriter or Option Closing Date, as the case may beUnderwriters agreed to purchase hereunder, this Agreement shall terminate be terminated without further act or deed and without any liability on the part of the Offerors to any non-defaulting Underwriter and without any liability on the part of any non-defaulting Underwriter (provided that if such default occurs with respect to Additional Securities after the Closing Date, this Agreement will not terminate as to the Firm Securities)Offerors. Nothing in this paragraph, and no action taken hereunder, shall relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.

Increase in Underwriters’ Commitments. If any Underwriter ------------------------------------- shall default at Closing Time or on a Date of Delivery in its obligation to take up and pay for the Securities Shares to be purchased by it hereunder under this Agreement on the Closing Date or any Option Closing Date such date and if the amount total number of Securities that all Underwriters so defaulting Shares which such Underwriter shall have agreed but failed to take up and pay for does not exceed 10% of the total number of Securities that the Underwriters are obligated Shares to purchase be purchased on the Closing Date or Option Closing Datesuch date, as the case may be, the each non-defaulting Underwriters Underwriter shall take up and pay for (in addition to the Securities they are number of Shares which it is obligated to purchase on such date pursuant to Section 1 hereofthis Agreement) the portion of the total number of Securities Shares agreed to be purchased by all such defaulting Underwriters on the Closing Date or Option Closing Date, as the case may be, as hereinafter provided. Such Securities shall be taken up and paid for by such non-defaulting Underwriter or Underwriters in on such amount or amounts as you may designate with the consent of each Underwriter so designated or, date in the event no such designation is made, such Securities shall be taken up and paid for by proportion that its underwriting obligations hereunder bears to the underwriting obligations of all non-defaulting Underwriters pro rata in proportion to Underwriters. Without relieving any defaulting Underwriter from its obligations hereunder, the aggregate amount of Securities set opposite Company agrees with the names of such non-defaulting Underwriters in Schedule I. that it will not sell any Shares hereunder on such date unless all of the Shares to be purchased on such date are purchased on such date by the Underwriters (or by substituted Underwriters selected by the Representative with the approval of the Company or selected by the Company with the approval of the Representative). If a new allocation is made Underwriter or Underwriters are substituted for a defaulting Underwriter in accordance with the foregoing provision, you the Company or the nondefaulting Underwriters shall have the right to postpone the Closing Time or the relevant Date or Option Closing Date, as the case may be, of Delivery for a period not exceeding five business days in order that any necessary changes in the Registration Statement and Prospectus and other documents may be effected. The term Underwriter as used in this agreement Agreement shall refer to and include any Underwriter substituted under this Section 11 8 with the like effect as if such substituted Underwriter had originally been named in Schedule I. If the amount of Securities that all Underwriters so defaulting shall have agreed but failed to take up and pay for exceeds 10% of the total number of Securities that the Underwriters are obligated to purchase on the Closing Date or Option Closing Date, as the case may be, this Agreement shall terminate without liability on the part of any non-defaulting Underwriter (provided that if such default occurs with respect to Additional Securities after the Closing Date, this Agreement will not terminate as to the Firm Securities)Agreement.

Increase in Underwriters’ Commitments. If any Underwriter shall default in its obligation to take up and pay for the Securities to be purchased by it hereunder on the Closing Date or under any Option Closing Date Terms Agreement and if the principal amount of Securities that all Underwriters so defaulting shall have agreed but failed to take up and pay for does not exceed 10% one-eleventh of the total number principal amount of Securities that the Underwriters are obligated agreed to purchase on the Closing Date or Option Closing Date, as the case may bebe purchased pursuant to such Terms Agreement, the non-defaulting Underwriters shall take up and pay for (in addition to the principal amount of Securities they are obligated to purchase pursuant to Section 1 hereofsuch Terms Agreement) the number principal amount of Securities agreed to be purchased by all such defaulting Underwriters on the Closing Date or Option Closing Date, as the case may beUnderwriters, as hereinafter provided. Such Securities shall be taken up and paid for by such non-defaulting Underwriter or Underwriters in such amount or amounts as you may designate with the consent of each Underwriter so designated ordesignated, or in the event no such designation is made, such Securities shall be taken up and paid for by all non-defaulting Underwriters pro rata in proportion to the aggregate principal amount of Securities set opposite they have agreed to purchase under such Terms Agreement. Without relieving any defaulting Underwriter from its obligations hereunder, the names of such Company agrees with the non-defaulting Underwriters in Schedule I. that it will not sell any Securities under any Terms Agreement unless all of the Securities under such Terms Agreement are purchased by the Underwriters (or by substituted Underwriters selected by you with the approval of the Company or selected by the Company with your approval). If a new allocation is made Underwriter or Underwriters are substituted by the Underwriters or by the Company for a defaulting Underwriter or Underwriters in accordance with the foregoing provision, the Company or you shall have the right to postpone the Closing Date or Option Closing Date, as the case may be, time of purchase for a period not exceeding five business days in order that any necessary changes in the Registration Statement and Prospectus and other documents may be effected. The term Underwriter as used in this agreement Agreement shall refer to and include any Underwriter substituted under this Section 11 with like effect as if such substituted Underwriter had originally been named in Schedule I. If the amount of Securities that all Underwriters so defaulting shall have agreed but failed to take up and pay for exceeds 10% of the total number of Securities that the Underwriters are obligated to purchase on the Closing Date or Option Closing Date, as the case may be, this Agreement shall terminate without liability on the part of any non-defaulting Underwriter (provided that if such default occurs with respect to Additional Securities after the Closing Date, this Agreement will not terminate as to the Firm Securities)7.

Increase in Underwriters’ Commitments. If any Underwriter shall default at Closing Time or on a Date of Delivery in its obligation to take up and pay for the Securities Shares to be purchased by it hereunder under this Agreement on the Closing Date or any Option Closing Date such date and if the amount total number of Securities that all Underwriters so defaulting Shares which such Underwriter shall have agreed but failed to take up and pay for does not exceed 10% of the total number of Securities that the Underwriters are obligated Shares to purchase be purchased on the Closing Date or Option Closing Datesuch date, as the case may be, the each non-defaulting Underwriters Underwriter shall take up and pay for (in addition to the Securities they are number of Shares which it is obligated to purchase on such date pursuant to Section 1 hereofthis Agreement) the portion of the total number of Securities Shares agreed to be purchased by all such defaulting Underwriters on the Closing Date or Option Closing Date, as the case may be, as hereinafter provided. Such Securities shall be taken up and paid for by such non-defaulting Underwriter or Underwriters in on such amount or amounts as you may designate with the consent of each Underwriter so designated or, date in the event no such designation is made, such Securities shall be taken up and paid for by proportion that its underwriting obligations hereunder bears to the underwriting obligations of all non-defaulting Underwriters pro rata in proportion to Underwriters. Without relieving any defaulting Underwriter from its obligations hereunder, the aggregate amount of Securities set opposite Company agrees with the names of such non-defaulting Underwriters in Schedule I. that it will not sell any Shares hereunder on such date unless all of the Shares to be purchased on such date are purchased on such date by the Underwriters (or by substituted Underwriters selected by the Representatives with the approval of the Company or selected by the Company with the approval of the Representatives). If a new allocation is made Underwriter or Underwriters are substituted for a defaulting Underwriter in accordance with the foregoing provision, you the Company or the non-defaulting Underwriters shall have the right to postpone the Closing Time or the relevant Date or Option Closing Date, as the case may be, of Delivery for a period not exceeding five business days in order that any necessary changes in the Registration Statement and Prospectus and other documents may be effected. The term Underwriter "Underwriter" as used in this agreement Agreement shall refer to and include any Underwriter substituted under this Section 11 8 with the like effect as if such substituted Underwriter had originally been named in Schedule I. If the amount of Securities that all Underwriters so defaulting shall have agreed but failed to take up and pay for exceeds 10% of the total number of Securities that the Underwriters are obligated to purchase on the Closing Date or Option Closing Date, as the case may be, this Agreement shall terminate without liability on the part of any non-defaulting Underwriter (provided that if such default occurs with respect to Additional Securities after the Closing Date, this Agreement will not terminate as to the Firm Securities)Agreement. 9.

Increase in Underwriters’ Commitments. If any Underwriter shall ------------------------------------- default in its obligation to take up and pay for the Securities to be purchased by it hereunder on the Closing Date or any Option Closing Date and if the amount of Securities that all Underwriters so defaulting shall have agreed but failed to take up and pay for does not exceed 10% of the total number of Securities that the Underwriters are obligated to purchase on the Closing Date or Option Closing Date, as the case may be, the non-defaulting Underwriters shall take up and pay for (in addition to the Securities they are obligated to purchase pursuant to Section 1 hereof) the number of Securities agreed to be purchased by all such defaulting Underwriters on the Closing Date or Option Closing Date, as the case may be, as hereinafter provided. Such Securities shall be taken up and paid for by such non-defaulting Underwriter or Underwriters in such amount or amounts as you may designate with the consent of each Underwriter so designated or, in the event no such designation is made, such Securities shall be taken up and paid for by all non-defaulting Underwriters pro rata in proportion to the --- ---- aggregate amount of Securities set opposite the names of such non-defaulting Underwriters in Schedule I. II. If a new allocation is made in accordance with the foregoing provision, you shall have the right to postpone the Closing Date or Option Closing Date, as the case may be, for a period not exceeding five business days in order that any necessary changes in the Registration Statement and Prospectus and other documents may be effected. The term Underwriter as used in this agreement shall refer to and include any Underwriter substituted under this Section 11 13 with like effect as if such substituted Underwriter had originally been named in Schedule I. II. If the amount of Securities that all Underwriters so defaulting shall have agreed but failed to take up and pay for exceeds 10% of the total number of Securities that the Underwriters are obligated to purchase on the Closing Date or Option Closing Date, as the case may be, this Agreement shall terminate without liability on the part of any non-defaulting Underwriter (provided that if such default occurs with respect to Additional Securities after the Closing Date, this Agreement will not terminate as to the Firm Securities).

Increase in Underwriters’ Commitments. If any Underwriter shall default in its obligation to take up and pay for the Securities to be purchased by it hereunder on the Closing Date or any Option Closing Date and if the amount of Securities that all Underwriters so defaulting shall have agreed but failed to take up and pay for does not exceed 10% of the total number of Securities that the Underwriters are obligated to purchase on the Closing Date or Option Closing Date, as the case may be, the non-defaulting Underwriters shall take up and pay for (in addition to the Securities they are obligated to purchase pursuant to Section 1 hereof) the number of Securities agreed to be purchased by all such defaulting Underwriters on the Closing Date or Option Closing Date, as the case may be, as hereinafter provided. Such Securities shall be taken up and paid for by such non-defaulting Underwriter or Underwriters in such amount or amounts as you may designate with the consent of each Underwriter so designated or, in the event no such designation is made, such Securities shall be taken up and paid for by all non-defaulting Underwriters pro rata in proportion to the aggregate amount of Securities set opposite the names of such non-defaulting Underwriters in Schedule I. If a new allocation is made in accordance with the foregoing provision, you shall have the right to postpone the Closing Date or Option Closing Date, as the case may be, for a period not exceeding five business days in order that any necessary changes in the Registration Statement and Prospectus and other documents may be effected. The term Underwriter as used in this agreement Agreement shall refer to and include any Underwriter substituted under this Section 11 with like effect as if such substituted Underwriter had originally been named in Schedule I. If the amount of Securities that all Underwriters so defaulting shall have agreed but failed to take up and pay for exceeds 10% of the total number of Securities that the Underwriters are obligated to purchase on the Closing Date or Option Closing Date, as the case may be, this Agreement shall terminate without liability on the part of any non-defaulting Underwriter (provided that if such default occurs with respect to Additional Securities after the Closing Date, this Agreement will not terminate as to the Firm Securities)Underwriter.

Increase in Underwriters’ Commitments. If any Underwriter shall default in its obligation to take up and pay for the Securities to be purchased by it hereunder on the Closing Date or under any Option Closing Date Terms Agreement and if the principal amount of Securities that which all Underwriters so defaulting shall have agreed but failed to take up and pay for does not exceed 10% of the total number principal amount of Securities that the Underwriters are obligated agreed to purchase on the Closing Date or Option Closing Date, as the case may bebe purchased pursuant to such Terms Agreement, the non-defaulting Underwriters shall take up and pay for (in addition to the principal amount of Securities they are obligated to purchase pursuant to Section 1 hereofsuch Terms Agreement) the number principal amount of Securities agreed to be purchased by all such defaulting Underwriters on the Closing Date or Option Closing DateUnderwriters, as the case may behereinafter provided. Such Securities shall be taken up and paid for by such non-defaulting Underwriter or Underwriters, as hereinafter provided. Such Securities shall be taken up and paid for by such non-defaulting Underwriter or Underwriters in such amount or amounts as you may designate with the consent of each Underwriter so designated or, in the event no such designation is made, such Securities shall be taken up and paid for by all non-defaulting Underwriters pro rata in proportion to the aggregate principal amount of Securities set opposite they have agreed to purchase under such Terms Agreement. Without relieving any defaulting Underwriter from its obligations hereunder, the names of such Company agrees with the non-defaulting Underwriters in Schedule I. that it will not sell any Securities under any Terms Agreement unless all of the Securities under such Terms Agreement are purchased by the Underwriters (or by substituted Underwriters selected by you with the approval of the Company or selected by the Company with your approval). If a new allocation is made Underwriter or Underwriters are substituted by the Underwriters or by the Company for a defaulting Underwriter or Underwriters in accordance with the foregoing provision, the Company or you shall have the right to postpone the Closing Date or Option Closing Date, as the case may be, time of purchase for a period not exceeding five business days in order that any necessary changes in the Registration Statement and Prospectus and other documents may be effected. The term Underwriter as used in this agreement Agreement shall refer to and include any Underwriter substituted under this Section 11 with like effect as if such substituted Underwriter had originally been named in Schedule I. If the amount of Securities that all Underwriters so defaulting shall have agreed but failed to take up and pay for exceeds 10% of the total number of Securities that the Underwriters are obligated to purchase on the Closing Date or Option Closing Date, as the case may be, this Agreement shall terminate without liability on the part of any non-defaulting Underwriter (provided that if such default occurs with respect to Additional Securities after the Closing Date, this Agreement will not terminate as to the Firm Securities)7.

Increase in Underwriters’ Commitments. If any Underwriter shall default at Closing Time or on a Date of Delivery in its obligation to take up and pay for the Securities Shares to be purchased by it hereunder under this Agreement on the Closing Date or any Option Closing Date such date and if the amount total number of Securities that all Underwriters so defaulting Shares which such Underwriter shall have agreed but failed to take up and pay for does not exceed 10% of the total number of Securities that the Underwriters are obligated Shares to purchase be purchased on the Closing Date or Option Closing Datesuch date, as the case may be, the each non-defaulting Underwriters Underwriter shall take up and pay for (in addition to the Securities they are number of Shares which it is obligated to purchase on such date pursuant to Section 1 hereofthis Agreement) the portion of the total number of Securities Shares agreed to be purchased by all such defaulting Underwriters on the Closing Date or Option Closing Date, as the case may be, as hereinafter provided. Such Securities shall be taken up and paid for by such non-defaulting Underwriter or Underwriters in on such amount or amounts as you may designate with the consent of each Underwriter so designated or, date in the event no such designation is made, such Securities shall be taken up and paid for by proportion that its underwriting obligations hereunder bears to the underwriting obligations of all non-defaulting Underwriters pro rata in proportion to Underwriters. Without relieving any defaulting Underwriter from its obligations hereunder, the aggregate amount of Securities set opposite Company agrees with the names of such non-defaulting Underwriters in Schedule I. that it will not sell any Shares hereunder on such date unless all of the Shares to be purchased on such date are purchased on such date by the Underwriters (or by substituted Underwriters selected by the Representatives with the approval of the Company or selected by the Company with the approval of the Representatives). If a new allocation is made Underwriter or Underwriters are substituted for a defaulting Underwriter in accordance with the foregoing provision, you the Company or the non-defaulting Underwriters shall have the right to postpone the Closing Time or the relevant Date or Option Closing Date, as the case may be, of Delivery for a period not exceeding five business days in order that any necessary changes in the Registration Statement and Prospectus and other documents may be effected. The term Underwriter as used in this agreement Agreement shall refer to and include any Underwriter substituted under this Section 11 8 with the like effect as if such substituted Underwriter had originally been named in Schedule I. If the amount of Securities that all Underwriters so defaulting shall have agreed but failed to take up and pay for exceeds 10% of the total number of Securities that the Underwriters are obligated to purchase on the Closing Date or Option Closing Date, as the case may be, this Agreement shall terminate without liability on the part of any non-defaulting Underwriter (provided that if such default occurs with respect to Additional Securities after the Closing Date, this Agreement will not terminate as to the Firm Securities)Agreement.

Increase in Underwriters’ Commitments. If any Underwriter shall default at Closing Time or on a Date of Delivery in its obligation to take up and pay for the Securities Shares to be purchased by it hereunder under this Agreement on the Closing Date or any Option Closing Date such date and if the amount total number of Securities that all Underwriters so defaulting Shares which such Underwriter shall have agreed but failed to take up and pay for does not exceed 10% of the total number of Securities that the Underwriters are obligated Shares to purchase be purchased on the Closing Date or Option Closing Datesuch date, as the case may be, the each non-defaulting Underwriters Underwriter shall take up and pay for (in addition to the Securities they are number of Shares which it is obligated to purchase on such date pursuant to Section 1 hereofthis Agreement) the portion of the total number of Securities Shares agreed to be purchased by all such defaulting Underwriters on the Closing Date or Option Closing Date, as the case may be, as hereinafter provided. Such Securities shall be taken up and paid for by such non-defaulting Underwriter or Underwriters in on such amount or amounts as you may designate with the consent of each Underwriter so designated or, date in the event no such designation is made, such Securities shall be taken up and paid for by proportion that its underwriting obligations hereunder bears to the underwriting obligations of all non-defaulting Underwriters pro rata in proportion to Underwriters. Without relieving any defaulting Underwriter from its obligations hereunder, the aggregate amount of Securities set opposite Company agrees with the names of such non-defaulting Underwriters in Schedule I. that it will not sell any Shares hereunder on such date unless all of the Shares to be purchased on such date are purchased on such date by the Underwriters (or by substituted Underwriters selected by the Representative with the approval of the Company or selected by the Company with the approval of the Representative). If a new allocation is made Underwriter or Underwriters are substituted for a defaulting Underwriter in accordance with the foregoing provision, you the Company or the non-defaulting Underwriters shall have the right to postpone the Closing Time or the relevant Date or Option Closing Date, as the case may be, of Delivery for a period not exceeding five business days in order that any necessary changes in the Registration Statement and Prospectus and other documents may be effected. The term Underwriter as used in this agreement Agreement shall refer to and include any Underwriter substituted under this Section 11 8 with the like effect as if such substituted Underwriter had originally been named in Schedule I. If the amount of Securities that all Underwriters so defaulting shall have agreed but failed to take up and pay for exceeds 10% of the total number of Securities that the Underwriters are obligated to purchase on the Closing Date or Option Closing Date, as the case may be, this Agreement shall terminate without liability on the part of any non-defaulting Underwriter (provided that if such default occurs with respect to Additional Securities after the Closing Date, this Agreement will not terminate as to the Firm Securities)Agreement.

Increase in Underwriters’ Commitments. If any Underwriter shall default in its obligation to take up and pay for the Securities International Shares to be purchased by it hereunder on the Closing Date or any Option Closing Date and if the amount number of Securities International Shares that all Underwriters so defaulting shall have agreed but failed to take up and pay for does not exceed 10% of the total number of Securities that the Underwriters are obligated to purchase on the Closing Date or Option Closing Date, as the case may beInternational Shares, the non-defaulting Underwriters shall take up and pay for (in addition to the Securities aggregate principal amount of International Shares they are obligated to purchase pursuant to Section 1 hereof1) the number of Securities International Shares agreed to be purchased by all such defaulting Underwriters on the Closing Date or Option Closing Date, as the case may be, as hereinafter provided. Such Securities International Shares shall be taken up and paid for by such non-defaulting Underwriter or Underwriters in such amount or amounts as you may designate with the consent of each Underwriter so designated or, in the event no such designation is made, such Securities International Shares shall be taken up and paid for by all non-defaulting Underwriters pro rata in proportion to the aggregate amount number of Securities International Shares set opposite the names of such non-defaulting Underwriters in Schedule I. A. Without relieving any defaulting Underwriter from its obligations hereunder, the Company agrees with the non-defaulting Underwriters that it will not sell any International Shares hereunder unless all of the International Shares are purchased by the Underwriters (or by substituted underwriters selected by you with the approval of the Company or selected by the Company with your approval). If a new allocation is made Underwriter or Underwriters are substituted by the Underwriters or by the Company for a defaulting Underwriter or Underwriters in accordance with the foregoing provision, the Company or you shall have the right to postpone the Closing Date or Option Closing Date, as the case may be, time of purchase for a period not exceeding five business days in order that any necessary changes change in the Registration Statement and the Prospectus and our other documents may be effected. The term Underwriter as used in this agreement Agreement shall refer to and include any Underwriter substituted under this Section 11 8 with like effect as if such substituted Underwriter had originally been named in Schedule I. If the amount of Securities that all Underwriters so defaulting shall have agreed but failed to take up and pay for exceeds 10% of the total number of Securities that the Underwriters are obligated to purchase on the Closing Date or Option Closing Date, as the case may be, this Agreement shall terminate without liability on the part of any non-defaulting Underwriter (provided that if such default occurs with respect to Additional Securities after the Closing Date, this Agreement will not terminate as to the Firm Securities).A.