Common use of Independent Registered Public Accounting Firms Clause in Contracts

Independent Registered Public Accounting Firms. Each of PricewaterhouseCoopers LLP and Ernst & Young LLP, who have expressed their opinion with respect to the financial statements (which term as used in this Agreement includes the related notes thereto) and supporting schedules filed with the Commission as a part of the Registration Statement and included in the Preliminary Prospectus, the Prospectus and Time of Sale Prospectus (each, an “Applicable Prospectus” and collectively, the “Applicable Prospectuses”), is (i) an independent registered public accounting firm as required by the Securities Act, (ii) in compliance with the applicable requirements relating to the qualification of accountants under Rule 2-01 of Regulation S-X and (iii) an independent registered public accounting firm as defined by the Public Company Accounting Oversight Board (the “PCAOB”) whose registration has not been suspended or revoked and, to the Company’s knowledge, who has not requested such registration to be withdrawn.

Independent Registered Public Accounting Firms. Each of PricewaterhouseCoopers LLP and Ernst & Young LLP, who have which has expressed their its opinion with respect to the financial statements of the Company (which term as used in this Agreement includes the related notes thereto) and supporting schedules filed with the Commission as a part of and included or incorporated by reference in the Registration Statement and included in the Preliminary Prospectuspreliminary prospectus, the Prospectus and Time of Sale Prospectus (each, an “Applicable Prospectus” and collectively, the “Applicable Prospectuses”), is (i) an independent registered public accounting firm as required by the Securities Act and the Exchange Act, (ii) in compliance with the applicable requirements relating to the qualification of accountants under Rule 2-01 of Regulation S-X and (iii) an independent registered public accounting firm as defined by the Public Company Accounting Oversight Board (the “PCAOB”) whose registration has not been suspended or revoked and, to the Company’s knowledge, who has not requested such registration to be withdrawn.

Independent Registered Public Accounting Firms. Each of (i) PricewaterhouseCoopers LLP and Ernst & Young LLP, who have which has expressed their its opinion with respect to the financial statements of the Company (which term as used in this Agreement includes the related notes thereto) and supporting schedules filed with the Commission as a part of and included or incorporated by reference in the Registration Statement and included in the Preliminary Prospectuspreliminary prospectus, the Prospectus and Time of Sale Prospectus (each, an “Applicable Prospectus” and collectively, the “Applicable Prospectuses”), is (iA) an independent registered public accounting firm as required by the Securities Act and the Exchange Act, (iiB) in compliance with the applicable requirements relating to the qualification of accountants under Rule 2-01 of Regulation S-X and (iiiC) an independent registered public accounting firm as defined by the Public Company Accounting Oversight Board (the “PCAOB”) whose registration has not been suspended or revoked and, to the Company’s knowledge, who has not requested such registration to be withdrawn.