Common use of Option Shares Clause in Contracts

Option Shares. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Fund hereby grants an option to the Underwriters to purchase up to an additional [ ] shares of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares. The option hereby granted will expire 45 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the Representative, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof.

Option Shares. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Fund hereby grants an option to the Underwriters to purchase up to an additional [ ] shares of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares. The option hereby granted will expire 45 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "“Date of Delivery"”) shall be determined by the Representative, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, the Fund Company hereby grants an option to the Underwriters Underwriters, severally and not jointly, to purchase up to an additional [ ] shares from the Company all or any part of Common Stock the Option Shares at the purchase price per share set forth in Schedule B, less an amount per share equal paragraph (a) above plus any additional number of Option Shares that such Underwriter may become obligated to any dividends or distributions declared by purchase pursuant to the Fund and payable on the Initial Shares but not payable on the Option Sharesprovisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeRepresentatives, but shall not be later than seven full business days (nor earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased purchased, which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among Underwriters as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in paragraph (a), the Company hereby grants an option to the Underwriters Underwriters, severally and not jointly, to purchase up to an additional [ ] shares all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments to cover over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "“Date of Delivery"”) shall be determined by the Representative, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative in its sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, the Fund Company hereby grants an option to the Underwriters Underwriters, severally and not jointly, to purchase up to an additional [ ] shares from the Company all or any part of Common Stock the Option Shares at the purchase price per share set forth in Schedule B, less an amount per share equal paragraph (a) above plus any additional number of Option Shares that such Underwriter may become obligated to any dividends or distributions declared by purchase pursuant to the Fund and payable on the Initial Shares but not payable on the Option Sharesprovisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments, which may be made in connection with the offering and distribution of the Initial Shares Shares, upon notice during such 30-day period by the Representative Underwriters to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the Representative, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased purchased, which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments adjustment among Underwriters as the Representative in its sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund hereby grants an option to the Underwriters to purchase up to an additional [ ] shares price per share of Common Stock at the price per share set forth in Schedule Bparagraph (a) above, less an amount per share equal to any dividends or distributions declared by the Fund Company and payable on the Initial Shares but not payable on the Option Shares, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company all or any part of the Option Shares, plus any additional number of Option Shares that such Underwriter may be obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments which may be made in connection with the offering and distribution of the Initial Shares within such 30-day period upon written notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "“Date of Delivery"”) shall be determined by the RepresentativeRepresentatives, but shall not be later than seven five full business days after the exercise of said such option, nor in any event prior to the Closing Time, Time (as hereinafter defineddefined below). If The number of Option Shares to be purchased by each Underwriter shall be the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion same percentage of the total number of Option Shares then being purchased which as the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, the Fund Company hereby grants an option to the Underwriters Underwriters, severally and not jointly, to purchase up to an additional [ ] shares from the Company all or any part of Common Stock the Option Shares at the purchase price per share set forth in Schedule B, less an amount per share equal paragraph (a) above plus any additional number of Option Shares which such Underwriter may become obligated to any dividends or distributions declared by purchase pursuant to the Fund and payable on the Initial Shares but not payable on the Option Sharesprovisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments, which may be made in connection with the offering and distribution of the Initial Shares Shares, upon notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeRepresentatives, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in paragraph (a), the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company, all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery"Delivery (as defined below) shall be determined by the Representative, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell that number of Option Shares then being purchased and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative in its sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in paragraph (a), the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company, all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares that such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeRepresentatives, but shall not be later than seven five full business days after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell that number of Option Shares then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in paragraph (a), the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company, all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 9 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the Representative, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell the total number of Option Shares then being purchased and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative in its sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share of Common Stock set forth in paragraph (a) above, the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time within such 30-day period only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeRepresentatives, but shall not be later than seven five full business days after the exercise of said such option, nor in any event prior to the Closing Time, Time (as hereinafter defineddefined below). If the option is exercised as to all or any portion of the Option Shares, the Company will sell that number of Option Shares then being purchased and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in Section 1(a) hereof, the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the (an "Option Shares (a "Date of DeliveryClosing Date") shall be determined by the Representative, and may be the First Closing Date (as hereinafter defined), but otherwise shall not be later than seven five full business days after the exercise of said such option, nor in any event prior to the First Closing TimeDate, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell the total number of Option Shares then being purchased and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A II opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Representative, in its discretion sole discretion, shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, the Fund Company hereby grants an option to the Underwriters Underwriters, severally and not jointly, to purchase up to an additional [ ] shares from the Company all or any part of Common Stock the Option Shares at the purchase price per share set forth in Schedule B, less an amount per share equal paragraph (a) above plus any additional number of Option Shares which such Underwriter may become obligated to any dividends or distributions declared by purchase pursuant to the Fund and payable on the Initial Shares but not payable on the Option Sharesprovisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments, which may be made in connection with the offering and distribution of the Initial Shares Shares, upon notice by the Representative to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the Representative, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on the basis of the representations and warranties herein contained in, and subject to the terms and of conditions herein set forthof, this Agreement, the Fund Company hereby grants an option to the Underwriters an option, severally and not jointly, to purchase up to an additional [ ] shares from the Company all or any part of Common Stock the Option Shares at the purchase price per share set forth in Schedule B, less an amount per share equal II plus any additional number of shares that such Underwriter may become obligated to any dividends or distributions declared by purchase pursuant to the Fund and payable on the Initial Shares but not payable on the Option Sharesprovisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Wachovia Capital Markets, LLC to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeWachovia Capital Markets, LLC, but shall not be later than seven full business days (nor earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased purchased, which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among Underwriters as the Representative Wachovia Capital Markets, LLC in its sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share of Common Stock set forth in paragraph (a) above, FBR Securities hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from FBR Securities all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time within such 30-day period only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund FBR Securities setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the Representative, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, FBR Securities will sell that number of Option Shares then being purchased and each of the Underwriters, acting severally and not jointly, will purchase the number of Option Shares that bear the same proportion of to the total number of Option Shares then being purchased which as the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Initial Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 9 hereof, subject to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares.

Option Shares. In addition, on (a) On the basis of the representations representations, warranties and warranties agreements herein contained and contained, but subject to the terms and conditions herein set forth, the Fund Company, certain of the Selling Stockholders and the Over-Allotment Selling Stockholders, all as identified on Schedule C, hereby grants an option grant to the Underwriters several Underwriters, for the purpose of covering over-allotments in connection with the distribution and sale of the Firm Shares only, nontransferable options to purchase up to an additional [ ] shares aggregate of Common Stock 315,000 Option Shares at the purchase price per share for the Firm Shares set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option SharesSection 5 hereof. The option hereby granted will expire 45 days after the date hereof and Such options may be exercised by the Representatives on behalf of the several Underwriters on one (1) or more occasions in whole or in part from time to time only for during the purpose period of covering overallotments forty-five (45) days after the date on which may be made in connection with the offering and distribution of the Initial Firm Shares upon notice by the Representative are initially offered to the Fund setting forth public, by giving written notice to the Company, such Selling Stockholders and Over-Allotment Selling Stockholders, as the case may be. The number of Option Shares to be purchased by each Underwriter upon the exercise of such option shall be the same proportion of the total number of Option Shares to be purchased by the several Underwriters pursuant to the exercise of such option as the number of Firm Shares purchased by such Underwriter (set forth in Schedule A hereto) bears to the total number of Firm Shares purchased by the several Underwriters (set forth in Schedule A hereto), adjusted by the Lead Representative in such manner as to avoid fractional shares. The Company has agreed with certain of the Selling Stockholders and the Over-Allotment Selling Stockhold- ers and the Underwriters hereby agree that the first 124,173 shares as to which the Underwriters' over-allotment options are exercised will be sold by such Selling Stockholders and Over-Allotment Selling Stockholders on a pro rata basis based on the relative amounts subject to sale by such persons as set forth under "Principal and Selling Stockholders," and any of the remaining 190,827 shares as to which the Underwriters' over-allotment options are exercised will be sold by the Company. (b) Upon exercise of any option provided for in Section 10(a) hereof, the obligations of the several Underwriters are then exercising to purchase such Option Shares will be subject (as of the option date hereof and as of the time, date and place of payment and delivery for such Option Shares. Any such time ) to the accuracy of and date of delivery for compliance with the Option Shares (a "Date of Delivery") shall be determined by the Representativerepresentations, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion warranties and agreements of the Option SharesCompany herein, each to the accuracy of the Underwriters, acting severally and not jointly, will purchase that proportion statements of the total number Company and officers of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase Company made pursuant to the provisions hereof, to the performance by the Company of Section 10 hereofits obligations hereunder, and to the condition that all proceedings taken at or prior to the payment date in connection with the sale and transfer of such Option Shares shall be satisfactory in form and substance to the Lead Representative and to Underwriters' Counsel, and the Lead Representative shall have been furnished with all such documents, certificates and opinions as the Lead Representative may request in order to evidence the accuracy and completeness of any of the representations, warranties or statements, the performance of any of the covenants or agreements of the Company or the compliance with any of the conditions herein contained.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in paragraph (a), the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares that such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "“Date of Delivery"”) shall be determined by the RepresentativeRepresentatives, but shall not be later than seven three full business days after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share of Preferred Stock set forth in paragraph (a) above, the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company all or any part of Common Stock at the price per share Option Shares set forth in Schedule BIII, less an amount per share equal plus any additional number of Option Shares which such Underwriter may become obligated to any dividends or distributions declared by purchase pursuant to the Fund and payable on the Initial Shares but not payable on the Option Sharesprovisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time within such 30-day period only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon written notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "“Date of Delivery"”) shall be determined by the RepresentativeRepresentatives, but shall not be later than seven five full business days after the exercise of said such option, nor in any event prior to the Closing Time, Time (as hereinafter defineddefined below). If The number of Option Shares to be purchased by each Underwriter shall be the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion same percentage of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in paragraph (a), the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 thirty (30) days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments which over-allotments that may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "“Date of Delivery"”) shall be determined by the Representative, but shall not be later than seven three (3) full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing Time, Time (as hereinafter defined). If the option is exercised as to all or any portion of the Option Shares, the Company will sell the total number of Option Shares then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative in its sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on Upon the basis of the representations and warranties herein contained and subject to the other terms and conditions herein set forth, the Fund Company hereby grants an option to FBR to (i) purchase from the Underwriters to purchase Company, as initial purchaser, up to an additional [ ] shares aggregate of Common Stock 6,075,000 Option Shares at the price 144A/Regulation S Purchase Price per share set forth in Schedule B(the "Purchased Option Shares"); and (ii) place, less an amount as exclusive placement agent for the Company, up to that number of Option Shares remaining, after subtracting any Purchased Option Shares with respect to which FBR has exercised its option pursuant to clause (i), at the Regulation D Purchase Price per share equal to any dividends or distributions declared by (the Fund and payable on the Initial Shares but not payable on the "Placed Option Shares"). The option granted hereby granted will expire 45 thirty (30) days after the date hereof and may be exercised in whole or in part from time to time in one or more installments, including at the Closing Time, only for the purpose of covering overallotments additional allotments which may be made in connection with the offering and distribution of the Initial Shares upon written notice by the Representative FBR to the Fund Company setting forth (i) the number of Option Shares as to which the several Underwriters are FBR is then exercising the option option, (ii) the names and denominations to which the Option Shares are to be delivered in book-entry form through the facilities of The Depository Trust Company ("DTC"), (iii) the number of Option Shares that will be Purchased Option Shares and the timenumber of Option Shares that will be Placed Option Shares, and (iv) the time and date and place of payment for and delivery for of such Option SharesShares in book-entry form. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeFBR, but shall not be later than seven five (5) full business days Business Days (as defined herein) nor earlier than one (1) full Business Day after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter definedunless otherwise agreed in writing by FBR and the Company. If For purposes of this Agreement, the option is exercised as term "Business Day" means with respect to all or any portion of the Option Sharesact to be performed hereunder, each of the UnderwritersMonday, acting severally Tuesday, Wednesday, Thursday and Friday that is not jointlya day on which banking institutions in New York, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of New York or other applicable places where such Underwriter bears act is to the total number of Initial Sharesoccur are authorized or obligated by applicable law, subject in each case regulation or executive order to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofclose.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, the Fund hereby grants an option to the Underwriters to purchase up to an additional [ ] shares of Common Stock at the purchase price per share set forth in Schedule Bparagraph (a), less an amount per share equal to any dividends or distributions declared by the Fund Company and payable on the Initial Shares but not payable on the Option Shares, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company, all or any part of the Option Shares, plus any additional number of Option Shares that such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 thirty (30) days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeRepresentatives, but shall not be later than seven five (5) full business days after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell that number of Option Shares then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in subsection (a) above, the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company, all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares that such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised once in whole or in part from time to time part, only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeRepresentatives, but shall not be later than seven three full business days (or earlier than two full business days) after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined, without the consent of the Company. If the option is exercised as to all or any portion of the Option Shares, the Company will sell and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased purchased, which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Fund hereby grants an option to the Underwriters to purchase up to an additional [ ] shares of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares. The option hereby granted will expire 45 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the Representative, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative Merrill Lynch in its discretion shall make to eliminate any sales or purchases pxxxxxses of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, the Fund Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares of Common Stock from the Company at the purchase price per share set forth in Schedule Bparagraph (a), less an amount per share equal to all or any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on part of the Option Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeRepresentatives, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell that number of Option Shares then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in paragraph (a), the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company, all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares that such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeRepresentatives, but shall not be later than seven five full business days after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defineddefined below. If the option is exercised as to all or any portion of the Option Shares, the Company will sell that number of Option Shares then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on Upon the basis of the representations and warranties herein contained and subject to the other terms and conditions herein set forth, the Fund Company hereby grants an option to FBR to (i) purchase from the Underwriters to purchase Company, as initial purchaser, up to an additional [ ] shares aggregate of Common Stock 1,822,678 Option Shares at the price 144A/Regulation S Purchase Price per share set forth in Schedule B(the “Purchased Option Shares”); and (ii) place, less an amount as sole placement agent for the Company, up to that number of Option Shares remaining, after subtracting any Purchased Option Shares with respect to which FBR has exercised its option pursuant to clause (i) above, at the Regulation D Purchase Price per share equal to any dividends or distributions declared by (the Fund and payable on the Initial Shares but not payable on the “Placed Option Shares”). The option granted hereby granted will expire 45 thirty (30) days after the date hereof and may be exercised in whole or in part from time in up to time three installments, including at the Closing Time, only for the purpose of covering overallotments additional allotments which may be made in connection with the offering and distribution of the Initial Shares upon written notice by the Representative FBR to the Fund Company setting forth (i) the number of Option Shares as to which the several Underwriters are FBR is then exercising the option option, (ii) the names and denominations to which the Option Shares are to be delivered in book-entry form through the facilities of The Depository Trust Company (“DTC”), (iii) the number of Option Shares that will be Purchased Option Shares and the timenumber of Option Shares that will be Placed Option Shares, and (iv) the time and date and place of payment for and delivery for of such Option SharesShares in book-entry form. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeFBR, but shall not be later than seven five (5) full business days nor earlier than two (2) full business days after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined. If unless otherwise agreed in writing by FBR and the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofCompany.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, the Fund Company hereby grants an option to the Underwriters Underwriters, severally and not jointly, to purchase from the Company up to an additional [ ] shares aggregate of Common Stock 1,260,000 Option Shares at the purchase price per share set forth in Schedule B, less an amount per share equal paragraph (a) above plus any additional number of Option Shares which such Underwriter may become obligated to any dividends or distributions declared by purchase pursuant to the Fund and payable on the Initial Shares but not payable on the Option Sharesprovisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the Representative, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its sole discretion shall make to eliminate any sales or purchases of a fractional number shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares plus any additional number of Option Shares which after the initial public offering to such Underwriter extent as the Underwriters may become obligated to purchase pursuant to the provisions of Section 10 hereofdetermine.

Option Shares. In addition, on the basis of the representations and warranties contained herein contained and subject to the terms and conditions herein set forthforth herein, the Fund Company hereby grants an option to the Underwriters Underwriters, severally and not jointly, to purchase up to an additional [ ] shares of 187,500 Common Stock Shares in the aggregate, at the price per share set forth in Schedule BSection 2(a) above, less an amount per share equal to any dividends or distributions declared dividend paid by the Fund Company and payable on the Initial any Firm Shares but and not payable on the such Option Shares. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Firm Shares upon notice by the Representative Underwriters to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for (the Option Shares (a "“Date of Delivery"”) shall be determined by the RepresentativeUnderwriters, but shall not be later than seven (7) full business days and no earlier than three (3) full business days after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Firm Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Firm Shares, subject in each case to such adjustments as the Representative BB&T in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share of Preferred Stock set forth in paragraph (a) above, the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares that such Underwriter may be obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than two times in the aggregate) within such 30-day period only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon written notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "“Date of Delivery"”) shall be determined by the RepresentativeRepresentatives, but shall not be later than seven five full business days after the exercise of said such option, nor in any event prior to the Closing Time, Time (as hereinafter defineddefined below). If The number of Option Shares to be purchased by each Underwriter shall be the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion same percentage of the total number of Option Shares then being purchased which as the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. (a) In additionorder to induce Parent and Merger Subsidiary to enter into the Merger Agreement, on the basis Stockholder hereby grants to Parent or Merger Subsidiary, as Parent may designate (the "OPTIONEE"), an irrevocable option (each such option, a "STOCK OPTION") to purchase all, but not in any part or less than all, of the representations and warranties herein contained and Stockholder's Shares (in such context, the "OPTION SHARES") at a purchase price per share equal to [deal price] (the "EXERCISE PRICE"), subject to the terms and conditions herein set forth, the Fund hereby grants an option to the Underwriters to purchase up to an additional [ ] shares of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the herein. (b) The Stock Option Shares. The option hereby granted will expire 45 days after the date hereof and may be exercised by the Optionee in whole or in part from time to time only for in part, at any time following the purpose occurrence of covering overallotments which may be made in connection with a Triggering Event (as defined below) and prior to the offering and distribution termination of the Initial Shares upon Stock Option in accordance with Section 6. 01. In the event the Optionee wishes to exercise the Stock Option, the Optionee shall send an irrevocable written notice by the Representative to the Fund setting forth Stockholder (the number of Option Shares as to which the several Underwriters are then exercising the option and the time, date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of DeliveryStock Exercise Notice") shall be determined by the Representative, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of specifying the total number of Option Shares then being purchased which it wishes to purchase and a date (not later than 10 business days and not earlier than three business days from the date such notice is given; provided, however, that if Rule 14e-5 under the Exchange Act is applicable at the time of exercise of the Stock Option, the period in this clause shall not begin before the expiration or termination of the tender offer and shall extend for 10 business days after the expiration or termination of the tender offer) for the closing of such purchase (the "Closing Date"). In the event of any change in the number of Initial Shares set forth issued and outstanding shares of Company Common Stock by reason of any stock dividend, stock split, split-up, recapitalization, merger or other similar change in Schedule A opposite the name corporate or capital structure of such Underwriter bears to the total number of Initial SharesCompany, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus subject to the Stock Option and the Exercise Price per Option Share shall be proportionally adjusted. (c) The Optionee's right to exercise the Stock Option is subject to the following conditions: (i) neither Parent nor Merger Subsidiary shall have breached any additional number of its obligations under the Merger Agreement such that the breach was the primary cause or resulted in the failure of the Offer to be consummated; (ii) no preliminary or permanent injunction or other order issued by any federal, state or foreign court of competent jurisdiction invalidating the grant or prohibiting the exercise of the Stock Option or the delivery of the Option Shares shall be in effect; (iii) all applicable waiting periods under the HSR Act (as defined in the Merger Agreement) and any applicable foreign antitrust law or regulation shall have expired or been terminated; and (iv) a Triggering Event shall have occurred. A "Triggering Event" shall be deemed to have occurred if the Merger Agreement shall have been terminated pursuant to (x) Section 11.01(b)(iii), 11.01(c) or 11.01(d) thereof, (y) Section 11.01(b)(i) thereof, provided that an Acquisition Proposal (as defined in the Merger Agreement) shall have been made after the date hereof and prior to such termination (which shall not have been withdrawn in good faith prior to such Underwriter may become obligated termination) or (z) Section 11.01(e)(i) thereof, except that such termination shall not be deemed a Triggering Event if the breach causing such termination occurred through no fault of the Company and as a result of events occurring after the date hereof. (d) The Optionee's obligation to purchase the Option Shares following the exercise of the Stock Option, and the Stockholder's obligation to deliver the Option Shares, are subject to the conditions that: (i) no preliminary or permanent injunction or other order issued by any foreign, federal or state court of competent jurisdiction prohibiting the delivery of the Option Shares shall be in effect; (ii) the purchase of the Option Shares will not violate any material law, rule or regulation; and (iii) all applicable waiting periods under the HSR Act (as defined in the Merger Agreement) and any applicable foreign antitrust law or regulation shall have expired or been terminated. (e) At any Closing Date, the Stockholder will deliver to the Optionee a certificate or certificates for any shares that are certificated representing the Option Shares in the denominations designated by the Optionee in its Stock Exercise Notice, and the Optionee will purchase the Option Shares from the Stockholder at a price per Option Share equal to the Exercise Price, payable in cash. Payment made by the Optionee to the Stockholder pursuant to this Agreement shall be made by wire transfer of federal funds to a bank designated by the provisions Stockholder. After payment of the Exercise Price for the Option Shares covered by the Stock Exercise Notice, the Stock Option shall be deemed exercised to the extent of the Option Shares specified in the Stock Exercise Notice as of the date such Stock Exercise Notice is given to the Stockholder. Upon the delivery of certificates as described herein, good and valid title to the Option Shares shall pass to and unconditionally vest in the Optionee, free and clear of all Encumbrances whatsoever, other than restrictions imposed by securities laws. (f) Any closing hereunder shall take place on the Closing Date specified by the Optionee in its Stock Exercise Notice or the first business day thereafter on which all of the conditions in Section 10 hereof3.01(c) and (d) are met, at the principal executive office of the Company, or at such other time and place as the parties hereto may agree.

Option Shares. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Fund hereby grants an option to the Underwriters to purchase up to an additional [ [•] shares of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares. The option hereby granted will expire 45 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "“Date of Delivery"”) shall be determined by the Representative, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof.

Option Shares. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Fund hereby grants an option to the Underwriters to purchase up to an additional [ [______] shares of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares. The option hereby granted will expire 45 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the Representative, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, the Fund hereby grants an option to the Underwriters to purchase up to an additional [ ] shares of Common Stock at the purchase price per share set forth in Schedule Bparagraph (a), less the Company hereby grants an amount per share equal option to purchase to the Underwriters, acting severally and not jointly, up to an additional 6,300,000 Shares, plus any dividends or distributions declared by additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the Fund and payable on the Initial Shares but not payable on the Option Sharesprovisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the Representative, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell that number of Option Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative in its sole discretion shall make to eliminate any sales or purchases of a fractional number shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares plus any additional number of Option Shares which after the initial public offering to such Underwriter extent as the Underwriters may become obligated to purchase pursuant to the provisions of Section 10 hereofdetermine.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund hereby purchase price per share of Common Stock set forth in paragraph (a) above, the Company grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time within such 30-day period only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Underwriters to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the (an “Option Shares (a "Date of Delivery"Closing Time”) shall be determined by the RepresentativeUnderwriters, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell that number of Option Shares then being purchased and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Underwriters in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Fund Company hereby grants an option to the Underwriters Underwriters, severally and not jointly, to purchase purchase, in addition to the Initial Securities, up to an additional [ ] the amount of 666,600 shares of Common Stock Option Securities at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares. B. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares Securities upon notice by the Representative to the Fund Company setting forth the aggregate number of Option Shares Securities as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option SharesSecurities. Any such time and date of delivery for the Option Shares (a "Date of DeliveryDATE OF DELIVERY") shall be determined by the Representative, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option SharesSecurities, then each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares Securities then being purchased which the number of Initial Shares Securities set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial SharesSecurities, subject subject, in each case case, to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of fractional shares. If the option is exercised for a fractional portion, but not all, of the Option Securities, the Company will sell that portion of the total number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofSecurities.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, the Fund Company hereby grants an option to the Underwriters Underwriters, severally and not jointly, to purchase from the Company that number of Option Shares up to an additional [ ] shares the maximum number of Option Shares of Common Stock at the purchase price per share set forth in Schedule B, less an amount per share equal paragraph (a) above plus any additional number of Option Shares which such Underwriter may become obligated to any dividends or distributions declared by purchase pursuant to the Fund and payable on the Initial Shares but not payable on the Option Sharesprovisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeRepresentatives, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative Representatives in its their discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which shares. The Underwriters may from time to time increase or decrease the public offering price after the initial public offering to such Underwriter extent as the Underwriters may become obligated to purchase pursuant to the provisions of Section 10 hereofdetermine.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, the Fund Company hereby grants an option to the Underwriters Underwriters, severally and not jointly, to purchase from the Company that number of Option Shares up to an additional [ ] shares the maximum number of Option Shares of Common Stock at the purchase price 2 per share set forth in Schedule B, less an amount per share equal paragraph (a) above plus any additional number of Option Shares which such Underwriter may become obligated to any dividends or distributions declared by purchase pursuant to the Fund and payable on the Initial Shares but not payable on the Option Sharesprovisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over- allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeRepresentatives, but shall not be later than seven full business days nor earlier than two full business days after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined, unless otherwise agreed by the Representatives and the Company. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative Representatives in its their discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in paragraph (a), the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the Representative, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company shall be obligated to sell the number of Option Shares as to which the Representative shall have exercised the over-allotment option and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A II opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative in its sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund hereby grants an option to the Underwriters to purchase up to an additional [ ] shares price per share of Common Stock at the price per share set forth in Schedule Bparagraph (a) above, less an amount per share equal to any dividends or distributions declared by the Fund Company and payable on the Initial Shares but not payable on the Option Shares, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company all or any part of the Option Shares, plus any additional number of Option Shares that such Underwriter may be obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments which may be made in connection with the offering and distribution of the Initial Shares within such 30-day period upon written notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "“Date of Delivery"”) shall be determined by the RepresentativeRepresentatives, but shall not be later than seven five full business days after the exercise of said such option, nor in any event prior to the Closing Time, Time (as hereinafter defineddefined below). If The number of Option Shares to be purchased by each Underwriter shall be the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion same percentage of the total number of Option Shares then being purchased which as the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on Upon the basis of the representations and warranties herein contained and subject to the other terms and conditions herein set forth, the Fund Company hereby grants an option to FBR to (i) purchase from the Underwriters to purchase Company, as initial purchaser, up to an additional [ ] shares aggregate of Common Stock 3,449,196, Option Shares at the price 144A/Regulation S Purchase Price per share set forth in Schedule B(the “Purchased Option Shares”); and (ii) place, less an amount as exclusive placement agent for the Company, up to that number of Option Shares remaining, after subtracting any Purchased Option Shares with respect to which FBR has exercised its option pursuant to clause (i), at the Regulation D Purchase Price per share equal to any dividends or distributions declared by (the Fund and payable on the Initial Shares but not payable on the “Placed Option Shares”). The option granted hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time in one or more installments, including at the Closing Time, only for the purpose of covering overallotments additional allotments of Shares initially sold at the offering price set forth in the Final Memorandum which may be made in connection with the offering and distribution of the Initial Shares upon written notice by the Representative FBR to the Fund Company setting forth (i) the number of Option Shares as to which the several Underwriters are FBR is then exercising the option option, (ii) the names and denominations to which the Option Shares are to be delivered in book-entry form through the facilities of The Depository Trust Company (“DTC”), (iii) the number of Option Shares that will be Purchased Option Shares and the timenumber of Option Shares that will be Placed Option Shares, and (iv) the time and date and place of payment for and delivery for of such Option SharesShares in book-entry form. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeFBR, but shall not be later than seven five full business days nor earlier than one full business day after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined. If unless otherwise agreed in writing by FBR and the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofCompany.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in Section 1(a) hereof, the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company, all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the (an “Option Shares (a "Date of Delivery"Closing Time”) shall be determined by the RepresentativeRepresentatives, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell the number of Option Shares specified in such notice, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in on Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Fund Company hereby grants an option to the Underwriters Underwriters, severally and not jointly, to purchase purchase, in addition to the Initial Securities, up to an additional [ the amount of [o] shares of Common Stock Option Securities at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares. B. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares Securities upon notice by the Representative to the Fund Company setting forth the aggregate number of Option Shares Securities as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option SharesSecurities. Any such time and date of delivery for the Option Shares (a "Date of DeliveryDATE OF DELIVERY") shall be determined by the Representative, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option SharesSecurities, then each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares Securities then being purchased which the number of Initial Shares Securities set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial SharesSecurities, subject subject, in each case case, to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of fractional shares. If the option is exercised for a fractional portion, but not all, of the Option Securities, the Company will sell that portion of the total number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofSecurities.

Option Shares. In addition, on (a) On the basis of the representations representations, warranties and warranties agreements herein contained and contained, but subject to the terms and conditions herein set forth, the Fund Company and the Selling Stockholders (the "Option Sellers") hereby grants an option grant to the Underwriters several Underwriters, for the purpose of covering over-allotments in connection with the distribution and sale of the Firm Shares only, a nontransferable option to purchase up to an additional [ ] shares aggregate of Common Stock 232,500 Option Shares at the purchase price per share for the Firm Shares set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option SharesSection 3 hereof. The Such option hereby granted will expire 45 days after the date hereof and may be exercised by the Representatives on behalf of the several Underwriters on one (1) or more occasions in whole or in part from time to time only for during the purpose period of covering overallotments thirty (30) days after the date on which may be made in connection with the offering and distribution of the Initial Firm Shares upon notice by the Representative are initially offered to the Fund setting forth public, by giving written notice to the Company. The number of Option Shares as to which be purchased by each Underwriter upon the exercise of such option shall be the same proportion of the total number of Option Shares to be purchased by the several Underwriters are then exercising pursuant to the exercise of such option as the number of Firm Shares purchased by such Underwriter (set forth in Schedule A hereto) bears to the total number of Firm Shares purchased by the several Underwriters (set forth in Schedule A hereto), adjusted by the Representatives in such manner as to avoid fractional shares. Delivery of definitive certificates for the Option Shares to be purchased by the several Underwriters pursuant to the exercise of the option granted by this Section 7 shall be made against payment of the purchase price therefor by the several Underwriters by certified or official bank check or checks drawn in next-day funds, payable to each of the Option Sellers (and the timeOption Sellers agree not to deposit any such check in the bank on which it is drawn, and not to take any other action with the purpose or effect of receiving immediately available funds, until the business day following the date of its delivery to the Option Sellers). In the event of any breach of the foregoing, the Option Sellers shall reimburse the Underwriters for the interest lost and any other expenses borne by them by reason of such breach. Such delivery and payment shall take place at the offices of Wolf, Block, Schoxx xxx Solix-Xxxxx, Xxelfth Floor, Packard Building, S.E. Xxxxxx 00xx & Xxxxxxxx Xxxxxxx, Xxxxxxxxxxxx, Xxxxxxxxxxxx 00000 xx at such other place as may be agreed upon among the Representatives and the Option Sellers (i) on the Closing Date, if written notice of the exercise of such option is received by the Company at least two (2) full business days prior to the Closing Date, or (ii) on a date which shall not be later than the third (3rd) full business day following the date the Company receives written notice of the exercise of such option, if such notice is received by the Company less than two (2) full business days prior to the Closing Date. The certificates for the Option Shares to be so delivered will be made available to you at such office or such other location including, without limitation, in New York City, as you may reasonably request for checking at least one (1) full business day prior to the date of payment and delivery and will be in such names and denominations as you may request, such request to be made at least two (2) full business days prior to such date of payment and delivery. If the Representatives so elect, delivery of the Option Shares may be made by credit through full fast transfer to the accounts at The Depository Trust Company designated by the Representatives. It is understood that you, individually, and not as the Representatives of the several Underwriters, may (but shall not be obligated to) make payment of the purchase price on behalf of any Underwriter or Underwriters whose check or checks shall not have been received by you prior to the date of payment and delivery for the Option Shares to be purchased by such Underwriter or Underwriters. Any such payment by you shall not relieve any such Underwriter or Underwriters of any of its or their obligations hereunder. (b) Upon exercise of any option provided for in Section 7(a) hereof, the obligations of the several Underwriters to purchase such Option Shares will be subject (as of the date hereof and as of the date of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the Representative, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number accuracy of Initial Sharesand compliance with the representations, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases warranties and agreements of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof.the

Option Shares. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Fund hereby grants an option to the Underwriters to purchase up to an additional [ ] __________ shares of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares. The option hereby granted will expire 45 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeRepresentatives, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative Merrill Lynch in its discretion shall make to eliminate any sales or purchases salex xx xxrxxxxxs of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof.

Option Shares. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Fund hereby grants an option to the Underwriters to purchase up to an additional [ [l] shares of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares. The option hereby granted will expire 45 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "“Date of Delivery"”) shall be determined by the Representative, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in paragraph (a), the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments which over-allotments that may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "“Date of Delivery"”) shall be determined by the Representative, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing Time, Time (as hereinafter defined). If the option is exercised as to all or any portion of the Option Shares, the Company will sell the total number of Option Shares then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative in its sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Fund hereby grants an option to the Underwriters to purchase up to an additional [ [·] shares of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares. The option hereby granted will expire 45 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "“Date of Delivery"”) shall be determined by the Representative, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof.

Option Shares. In addition, on Upon the basis of the representations and warranties herein contained and subject to the other terms and conditions herein set forth, the Fund Company hereby grants an option to FBR to (i) purchase from the Underwriters to purchase Company, as initial purchaser, up to an additional [ ] shares aggregate of Common Stock 833,333 Option Shares at the price Rule 144A/Regulation S Purchase Price per share set forth in Schedule B(the “Purchased Option Shares”); and (ii) place, less an amount as exclusive placement agent for the Company, up to that number of Option Shares remaining, after subtracting any Purchased Option Shares with respect to which FBR has exercised its option pursuant to clause (i), at the Regulation D Purchase Price per share equal to any dividends or distributions declared by (the Fund and payable on the Initial Shares but not payable on the “Placed Option Shares”). The option granted hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time in one or more installments, including at the Closing Time, only for the purpose of covering overallotments additional allotments which may be made in connection with the offering and distribution of the Initial Shares upon written notice by the Representative FBR to the Fund Company setting forth (i) the number of Option Shares as to which the several Underwriters are FBR is then exercising the option option, (ii) the names and denominations to which the Option Shares are to be delivered in book-entry form through the facilities of The Depository Trust Company (“DTC”), (iii) the number of Option Shares that will be Purchased Option Shares and the timenumber of Option Shares that will be Placed Option Shares, and (iv) the time and date and place of payment for and delivery for of such Option SharesShares in book-entry form. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeFBR, but shall not be later than seven five full business days nor earlier than two full business days after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined. If unless otherwise agreed in writing by FBR and the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofCompany.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in Section 1(a) hereof, the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company, all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "“Date of Delivery"”) shall be determined by the RepresentativeRepresentatives, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell the number of Option Shares specified in such notice, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the representations and warranties herein contained and subject to the other terms and conditions herein set forth, the Fund hereby grants an option to the Underwriters to purchase up to an additional [ ] shares of Common Stock at the purchase price per share set forth in Schedule BSection 1(a) hereof, less the Company hereby grants an amount per share equal option (the “Option”) to the Underwriters, acting severally and not jointly, to purchase from the Company all or any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on part of the Option Shares, plus any additional number of Option Shares that such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option Option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments which over-allotments that may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option Option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the (an “Option Shares (a "Date of Delivery"Closing Date”) shall be determined by the RepresentativeRepresentatives, and may be the First Closing Date (as hereinafter defined), but otherwise shall not be later than seven five full business days after the exercise of said optionsuch Option, nor in any event prior to the First Closing TimeDate, as hereinafter defined. If the option Option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which that the number of Initial Shares set forth in Schedule A II opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Representatives, in its discretion their sole discretion, shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in paragraph (a), the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof of the Prospectus and may be exercised in whole or in part from time to time on one occasion only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeRepresentatives, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to the Underwriters, and each of the Underwriters, acting severally and not jointly, will purchase approximately that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in paragraph (a), the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time on one occasion only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeRepresentatives, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to the Underwriters, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on Upon the basis of the representations and warranties herein contained contained, and subject to the terms and conditions herein set forth, the Fund hereby grants Company agrees to sell to the respective Underwriters named in Schedule I hereto and the Underwriters have an option to purchase, severally and not jointly, from the Underwriters to purchase up to Company (the Option) not more than an additional [ ] 172,500 shares of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on (the Option Shares. The option hereby granted will expire 45 days ) at the Purchase Price minus, if an Option Closing Date (as defined in Section 3(c) hereof) with respect to the delivery and payment of any Option Shares occurs after the date hereof and fixed for the determination of stockholders entitled to receive the next dividend payable on shares of Common Stock, an amount equal to such dividend per share of such Option Shares, provided such Option Closing Date is after the Firm Closing Date (as defined in Section 3(b) hereof). Option Shares may be exercised purchased as provided herein solely for the purpose of covering over-allotments made in connection with the public offering of the Firm Shares. If any Option Shares are to be purchased, each of the Underwriters agrees, severally and not jointly, to purchase the number of Option Shares that bears the same proportion to the total number of Option Shares to be purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the total number of Firm Shares. The Option may be exercised, in whole or in part from time to time only for time, within the purpose period of covering overallotments which may be made in connection with 30 days from the offering and distribution of date hereof, by written notice from the Initial Shares upon notice by the Representative Underwriters to the Fund setting Company (the Option Notice). The Option Notice shall set forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option Option is being exercised and the time, date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the of, and payment for, such Option Shares (a "Date of Delivery"pursuant to Section 3(c) hereof. As used herein, the term Securities shall be determined by mean, collectively, the Representative, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of Firm Shares and the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof.

Option Shares. In addition, on the basis of the representations and warranties herein contained in, and subject to the terms and of conditions herein set forthof, this Agreement, the Fund Company hereby grants an option to the Underwriters an option, severally and not jointly, to purchase up to an additional [ ] shares from the Company all or any part of Common Stock the Option Shares at the purchase price per share set forth in Schedule B, less an amount per share equal II plus any additional number of shares that such Underwriter may become obligated to any dividends or distributions declared by purchase pursuant to the Fund and payable on the Initial Shares but not payable on the Option Sharesprovisions of Section 8 hereof. The option hereby granted will expire 45 20 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Citigroup Global Markets Inc. to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeCitigroup Global Markets Inc., but shall not be later than seven full business days (nor earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased purchased, which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among Underwriters as the Representative Citigroup Global Markets Inc. in its sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in paragraph (a), the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares which each such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeRepresentatives, but shall not be later than seven three full business days (or earlier than two full business days, without the consent of the Company) after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell the total number of Option Shares then being purchased and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Fund hereby grants an option to the Underwriters to purchase up to an additional [ ] __________ shares of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares. The option hereby granted will expire 45 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the Representative, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative Merrill Lynch in its discretion shall make to eliminate any sales or purchases of ox xxxxxaxxx xf a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof.

Option Shares. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forthforth herein, the Fund Company hereby grants an option to the Underwriters the right to purchase at their election up to an additional [ [•] shares of Common Stock Option Shares, at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option SharesPurchase Price. The Underwriters may exercise their option hereby granted will expire 45 days after the date hereof and may be exercised to acquire Option Shares in whole or in part from time to time only for by written notice from the purpose Underwriters to the Company given within a period of covering overallotments 30 calendar days after the date of this Agreement and setting forth (i) the aggregate number of Option Shares to be purchased and (ii) the time, date and place at which may such Option Shares are to be made delivered, as determined by the Underwriters but in connection with no event earlier than the offering Closing Date or, unless the Underwriters and distribution the Company otherwise agree in writing, earlier than two or later than ten business days after the date of such notice. In the event and to the extent that the Underwriters shall exercise the election to purchase Option Shares as provided above, the Company agrees to sell to each of the Initial Underwriters, and each of the Underwriters agrees, severally and not jointly, to purchase from the Company, at the Purchase Price, the number of Option Shares upon notice (to be adjusted by the Representative Underwriters so as to the Fund setting forth eliminate fractional shares) determined by multiplying (x) the number of Option Shares as to which such election shall have been exercised by (y) a fraction, the several Underwriters are then exercising numerator of which is the option and the time, date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the Representative, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total aggregate number of Option Firm Shares then being to be purchased which the number of Initial Shares by such Underwriter as set forth in Schedule A opposite the name of such Underwriter bears to in Schedule I hereto and the total denominator of which is the aggregate number of Initial Shares, subject in each case Firm Shares to such adjustments as be purchased by all of the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to Underwriters from the provisions of Section 10 hereofCompany and the Selling Shareholders.

Option Shares. In addition, on the basis of the representations and warranties contained herein contained and subject to the terms and conditions herein set forthforth herein, the Fund Company hereby grants an option to the Underwriters Underwriters, severally and not jointly, to purchase up to an additional [ ] shares of 1,800,000 Common Stock Shares in the aggregate, at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option SharesParagraph (a) above. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Firm Shares upon notice by the Representative Underwriters to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "“Date of Delivery"”) shall be determined by the RepresentativeUnderwriters, but shall not be later than seven (7) full business days and no earlier than three (3) full business days after the exercise of said option, or such other date mutually agreed upon by the Underwriters and the Company, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Firm Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Firm Shares, subject in each case to such adjustments as the Representative Fxxxxx Xxxxx in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 11 hereof.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, the Fund Company hereby grants an option to the Underwriters Underwriters, severally and not jointly, to purchase from the Company up to an additional [ ] shares aggregate of 1,500,000 Option Shares of Common Stock at the purchase price per share set forth in Schedule B, less an amount per share equal paragraph (a) above plus any additional number of Option Shares that such Underwriter may become obligated to any dividends or distributions declared by purchase pursuant to the Fund and payable on the Initial Shares but not payable on the Option Sharesprovisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeRepresentatives, but shall not be later than seven full business days nor earlier than two full business days after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined, unless otherwise agreed by the Representatives and the Company. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative Representatives in its their discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share of Common Stock set forth in paragraph (a) above, the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company, all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares in the same proportion which such Underwriter may become obligated to purchase pursuant to the provisions of Section 9 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments which may be made in connection with the offering and distribution of the Initial Shares within such 30-day period upon notice by the Representative to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the (an “Option Shares (a "Date of Delivery"Closing Time”) shall be determined by the Representative, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion its proportionate share of the total number of Option Shares then being purchased which based on its proportionate share of the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial SharesUnderwriter, subject in each case to such adjustments among the Underwriters as the Representative in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share of Preferred Stock set forth in paragraph (a) above, the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time (which shall not be more than two times in the aggregate) within such 30-day period only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon written notice by the Representative to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "“Date of Delivery"”) shall be determined by the Representative, but shall not be later than seven five full business days after the exercise of said such option, nor in any event prior to the Closing Time, Time (as hereinafter defineddefined below). If The number of Option Shares to be purchased by each Underwriter shall be the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion same percentage of the total number of Option Shares then being purchased which as the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative in its sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in subsection (a) above, the Company and each Selling Stockholder hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase from the Company and each Selling Stockholder, all or any part of the Option Shares up to an additional [ ] shares the number of Common Stock at the price per share Option Shares set forth in Schedule BI opposite the Company’s name and each Selling Stockholder’s name, less an amount per share equal as applicable, plus any additional number of Option Shares that such Underwriter may become obligated to any dividends or distributions declared by purchase pursuant to the Fund and payable on the Initial Shares but not payable on the Option Sharesprovisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part part, from time to time and on one or more occasions, only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund Company and the Attorneys-in-Fact setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "“Date of Delivery"”) shall be determined by the Representative, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company and each Selling Stockholder will sell that proportion of the total number of Option Shares then being purchased which the number of Option Shares set forth in Schedule I opposite the name of the Company or such Selling Stockholder bears to the total number of Option Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased purchased, which the number of Initial Shares set forth in Schedule A II opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative in its sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the purchase price per share of Common Stock set forth in paragraph (a) above, the Company and Trishield Special Situations Master Fund Ltd. (“Trishield”), which is one of the Selling Stockholders, hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company and Trishield, all or any part of Common Stock at the price per share Option Shares set forth in Schedule BI opposite such party’s name, less an amount per share equal plus any additional number of Option Shares in the same proportion which such Underwriter may become obligated to any dividends or distributions declared by purchase pursuant to the Fund and payable on the Initial Shares but not payable on the Option Sharesprovisions of Section 10 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time within such 30-day period only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the (an “Option Shares (a "Date of Delivery"Closing Time”) shall be determined by the Representative, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell 95.39% of that number of Option Shares then being purchased and Trishield will sell 4.61% of that number of Option Shares then being purchased and each of the Underwriters, acting severally and not jointly, will purchase that proportion its proportionate share of the total number of Option Shares then being purchased which based on its proportionate share of the number of Initial Shares set forth in Schedule A II opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on (a) On the basis of the representations representations, warranties and warranties agreements herein contained and contained, but subject to the terms and conditions herein set forth, the Fund Company and the Selling Stockholders hereby grants an option grant to the Underwriters several Underwriters, for the purpose of covering over-allotments in connection with the distribution and sale of the Firm Shares only, a nontransferable option to purchase up to an additional [ ] shares aggregate of Common Stock 476,250 Option Shares at the purchase price per share for the Firm Shares set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option SharesSection 3 hereof. The Such option hereby granted will expire 45 days after the date hereof and may be exercised by the Representatives on behalf of the several Underwriters on one (1) or more occasions in whole or in part from time to time only for during the purpose period of covering overallotments thirty (30) days after the date on which may be made in connection with the offering and distribution of the Initial Firm Shares upon notice by the Representative are initially offered to the Fund setting forth public, by giving written notice to the Company and the Attorney. The number of Option Shares as to which be purchased by each Underwriter upon the exercise of such option shall be the same proportion of the total number of Option Shares to be purchased by the several Underwriters are then exercising pursuant to the exercise of such option as the number of Firm Shares purchased by such Underwriter (set forth in Schedule A hereto) bears to the total number of Firm Shares purchased by the several Underwriters (set forth in Schedule A hereto), adjusted by the Representatives in such manner as to avoid fractional shares. The number of Option Shares to be sold by the Company and the Selling Stockholders shall be identified on Schedule B attached hereto. Delivery of definitive certificates for the Option Shares to be purchased by the several Underwriters pursuant to the exercise of the option granted by this Section 7 shall be made against payment of the purchase price therefor by the several Underwriters by certified or official bank check or checks drawn in next-day funds, payable to the order of the Company and each Selling Stockholder who is selling Option Shares (and the timeCompany and each such Selling Stockholder agrees not to deposit any such check in the bank on which it is drawn, and not to take any other action with the purpose or effect of receiving immediately available funds, until the business day following the date of its delivery to the Company or such Selling Stockholder, as the case may be). In the event of any breach of the foregoing, the Company and/or the Selling Stockholders shall reimburse the Underwriters for the interest lost and any other expenses borne by them by reason of such breach. Such delivery and payment shall take place at the offices of Xxxxxxx & XxXxxxxx, Los Angeles, California or at such other place as may be agreed upon among the Representatives and the Company (i) on the Closing Date, if written notice of the exercise of such option is received by the Company at least two (2) full business days prior to the Closing Date, or (ii) on a date which shall not be later than the third (3rd) full business day following the date the Company receives written notice of the exercise of such option, if such notice is received by the Company less than two (2) full business days prior to the Closing Date. The certificates for the Option Shares to be so delivered will be made available to you at such office or such other location including, without limitation, in New York City, as you may reasonably request for checking at least one (1) full business day prior to the date of payment and delivery and will be in such names and denominations as you may request, such request to be made at least two (2) full business days prior to such date of payment and delivery. If the Representatives so elect, delivery of the Option Shares may be made by credit through full fast transfer to the accounts at The Depository Trust Company designated by the Representatives. It is understood that you, individually, and not as the Representatives of the several Underwriters, may (but shall not be obligated to) make payment of the purchase price on behalf of any Underwriter or Underwriters whose check or checks shall not have been received by you prior to the date of payment and delivery for the Option Shares to be purchased by such Underwriter or Underwriters. Any such payment by you shall not relieve any such Underwriter or Underwriters of any of its or their obligations hereunder. (b) Upon exercise of any option provided for in Section 7(a) hereof, the obligations of the several Underwriters to purchase such Option Shares will be subject (as of the date hereof and as of the date of payment and delivery for such Option Shares. Any such time ) to the accuracy of and date of delivery for compliance with the Option Shares (a "Date of Delivery") shall be determined by the Representativerepresentations, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion warranties and agreements of the Option SharesCompany and the Selling Stockholders herein, each to the accuracy of the Underwriters, acting severally and not jointly, will purchase that proportion statements of the total number Company, the Selling Stockholders and officers of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase Company made pursuant to the provisions hereof, to the performance by the Company and the Selling Stockholders of its their respective obligations hereunder, to the conditions set forth in Section 10 6 hereof, and to the condition that all proceedings taken at or prior to the payment date in connection with the sale and transfer of such Option Shares shall be satisfactory in form and substance to you and to Underwriters' Counsel, and you shall have been furnished with all such documents, certificates and opinions as you may request in order to evidence the accuracy and completeness of any of the representations, warranties or statements, the performance of any of the covenants or agreements of the Company and the Selling Stockholders or the satisfaction of any of the conditions herein contained.

Option Shares. In addition, on On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Fund Company hereby grants an option to the Underwriters an option to purchase up to an additional [ ] 3,780,000 depositary shares of Common Stock at the price per share set forth Share Purchase Price referred to in Schedule Bthis Section 2(b), less an amount per share Option Share equal to any dividends or distributions declared by the Fund Company and payable on the Initial Shares but not payable on the Option Shares. The Such option hereby granted will shall expire 45 30 days after from the date hereof hereof, and may be exercised in whole or in part from time to time only for the purpose of covering overallotments which may be made over-allotments in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "“Date of Delivery"”) shall be determined by the Representative, but shall not be later than seven full business days and not earlier than two full business days after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter definedunless otherwise agreed between the Representative and the Company. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will shall purchase that proportion of the total number of Option Shares then being purchased which the total number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales sale or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Fund Company hereby grants an option to the Underwriters Initial Purchasers, severally and not jointly, to purchase up to an additional [ ] shares of Common Stock 500,000 Shares, at the price per share Share set forth in Schedule BSection 2(a) hereof, less plus an amount per share Share equal to any accrued and unpaid dividends or distributions declared by from the Fund and payable on the Initial Shares but not payable on the Option SharesClosing Time. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Firm Shares upon notice by the Representative Xxxxxxx Xxxxx to the Fund Company setting forth the number of Option Shares as to which the several Underwriters Initial Purchasers are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeXxxxxxx Xxxxx, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the UnderwritersInitial Purchasers, acting severally and not jointly, on the basis of the representations and warranties of the Company contained herein and subject to the terms and conditions herein set forth, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Firm Shares set forth in Schedule A opposite the name of such Underwriter Initial Purchasers bears to the total number of Initial Firm Shares, subject in each case to such adjustments as the Representative Xxxxxxx Xxxxx in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on (a) On the basis of the representations representations, warranties and warranties agreements herein contained and contained, but subject to the terms and conditions herein set forth, the Fund Company and a certain Selling Stockholder identified on Schedule B hereto hereby grants an option grant to the Underwriters several Underwriters, for the purpose of covering over-allotments in connection with the distribution and sale of the Firm Shares only, a nontransferable option to purchase up to an additional [ ] shares aggregate of Common Stock 849,750 Option Shares at the purchase price per share for the Firm Shares set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option SharesSection 3 hereof. The Such option hereby granted will expire 45 days after the date hereof and may be exercised by the Representatives on behalf of the several Underwriters on only one (1) occasion in whole or in part from time during the period of thirty (30) days after the date on which the Firm Shares are initially offered to time only the public, by giving written notice to the Company and the Attorneys for Selling Stockholders. The number of Option Shares to be purchased by each Underwriter upon the purpose exercise of covering overallotments which may such option shall be made in connection with the offering and distribution same proportion of the Initial total number of Option Shares upon notice to be purchased by the Representative several Underwriters pursuant to the Fund setting exercise of such option as the number of Firm Shares purchased by such Underwriter (set forth in Schedule A hereto) bears to the total number of Firm Shares purchased by the several Underwriters (set forth in Schedule A hereto), adjusted by the Representatives in such manner as to avoid fractional shares. The number of Option Shares to be purchased from the Company and such Selling Stockholder pursuant to this Section 7 shall be that number of Option Shares as is set forth opposite the name of the Company and such Selling Stockholder in Schedule B hereto. The certificate or certificates in negotiable form for the Option Shares to which be sold by the Selling Stockholder set forth on Schedule B hereto have been placed in custody (for delivery under this Agreement) under the Custody Agreement. The Selling Stockholder who has granted the option hereunder agrees that the certificate or certificates for the Option Shares of such Selling Stockholder so held in custody are subject to the interests of the Underwriters hereunder, that the arrangements made by such Selling Stockholder for such custody, including the Power of Attorney, are to that extent irrevocable and that the obligations of such Selling Stockholder hereunder shall not be terminated by the act of such Selling Stockholder or by operation of law, whether by the death or incapacity of such Selling Stockholder or the occurrence of any other event, except as specifically provided herein or in the Custody Agreement. If such Selling Stockholder should die or be incapacitated, or if any other such event should occur, before the delivery of the certificate or certificates for the Option Shares hereunder, the Option Shares to be sold by such Selling Stockholder shall, except as specifically provided herein or in the Custody Agreement, be delivered by the Custodian in accordance with the terms and conditions of 32 this Agreement as if such death, incapacity or other event had not occurred, regardless of whether the Custodian shall have received notice of such death or other event. Delivery of definitive certificates for the Option Shares to be purchased by the several Underwriters are then exercising pursuant to the exercise of the option granted by this Section 7 shall be made against payment of the purchase price therefor by the several Underwriters by wire transfer or certified or official bank check or checks, at the option of the Company, drawn in same- day funds, payable to the order of the Company with regard to the Shares being purchased from the Company, and to the order of the Custodian for the account of the Selling Stockholder with regard to the Shares being purchased from such Selling Stockholder, at the offices of Bxxxxxx, Pxxxxxx & Hxxxxxxx LLP, Oxx Xxxxxx, Xxxxx Xxxxxx Xxxxx, Xxx Xxxxxxxxx, Xxxxxxxxxx 00000 (or at such other place as may be agreed upon among the Representatives and the timeCompany and the Attorneys), at 7:00 a.m., San Francisco time (i) on the Closing Date, if written notice of the exercise of such option is received by the Company at least two (2) full business days prior to the Closing Date, or (ii) on a date which shall not be later than the third (3rd) full business day following the date the Company and place the Attorneys for the Selling Stockholders receive written notice of the exercise of such option, if such notice is received by the Company and the Attorneys for the Selling Stockholders less than two (2) full business days prior to the Closing Date. The certificates for the Option Shares to be so delivered will be made available to you at such office or such other location including, without limitation, in New York City, as you may reasonably request for checking at least one (1) full business day prior to the date of payment and delivery and will be in such names and denominations as you may request, such request to be made at least two (2) full business days prior to such date of payment and delivery. If the Representatives so elect, delivery of the Option Shares may be made by credit through full fast transfer to the accounts at The Depository Trust Company designated by the Representatives. It is understood that you, individually, and not as the Representatives of the several Underwriters, may (but shall not be obligated to) make payment of the purchase price on behalf of any Underwriter or Underwriters whose check or checks shall not have been received by you prior to the date of payment and delivery for the Option Shares to be purchased by such Underwriter or Underwriters. Any such payment by you shall not relieve any such Underwriter or Underwriters of any of its or their obligations hereunder. (b) Upon exercise of any option provided for in Section 7(a) hereof, the obligations of the several Underwriters to purchase such Option Shares will be subject (as of the date hereof and as of the date of payment and delivery for such Option Shares. Any such time ) to the accuracy of and date of delivery for compliance with the Option Shares (a "Date of Delivery") shall be determined by the Representativerepresentations, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion warranties and agreements of the Option SharesCompany and the Selling Stockholders herein, each to the accuracy of the Underwriters, acting severally and not jointly, will purchase that proportion statements of the total number Company, the Selling Stockholders and officers of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase Company made pursuant to the provisions hereof, to the performance by the Company and the Selling Stockholders of their respective obligations hereunder, to the conditions set forth in Section 10 6 hereof, as applicable, and to the condition that all 33 proceedings taken at or prior to the payment date in connection with the sale and transfer of such Option Shares shall be satisfactory in form and substance to you and to Underwriters' Counsel, and you shall have been furnished with all such documents, certificates and opinions as you may reasonably request in order to evidence the accuracy and completeness of any of the representations, warranties or statements, the performance of any of the covenants or agreements of the Company and the Selling Stockholders or the satisfaction of any of the conditions herein contained.

Option Shares. In addition, on On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Fund Company hereby grants an option to the Underwriters an option to purchase up to an additional [ ] shares of Common Stock 15,300,000 Option Shares at the purchase price per share set forth in on Schedule BII hereto, less an amount per share Option Share equal to any dividends or distributions declared by the Fund Company and payable on the Initial Shares but not payable on the Option Shares. The Such option hereby granted will shall expire 45 30 days after from the date hereof hereof, and may be exercised on up to two occasions in whole or in part from time to time only for the purpose of covering overallotments which may be made over-allotments in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "“Date of Delivery"”) shall be determined by the Representative, but shall not be later than seven full business days and not earlier than two full business days after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter definedunless otherwise agreed between the Representative and the Company. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will shall purchase that proportion of the total number of Option Shares then being purchased which the total number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales sale or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofShares.

Option Shares. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Fund hereby grants an option to the Underwriters to purchase up to an additional [ ] shares of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares. The option hereby granted will expire 45 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the Representative, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative Merrill Lynch in its discretion shall make to eliminate any sales or purchases salxx xx xurxxxxxs of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof.

Option Shares. In addition, on Upon the basis of the representations and warranties herein contained and subject to the other terms and conditions herein set forth, the Fund Company hereby grants an option to FBR to (i) purchase from the Underwriters to purchase Company, as initial purchaser, up to an additional [ ] shares aggregate of Common Stock 3,525,000 Option Shares at the price 144A/Regulation S Purchase Price per share set forth in Schedule B(the “Purchased Option Shares”); and (ii) place, less an amount as exclusive placement agent for the Company, up to that number of Option Shares remaining, after subtracting any Purchased Option Shares with respect to which FBR has exercised its option pursuant to clause (i), at the Regulation D Purchase Price per share equal to any dividends or distributions declared by (the Fund and payable on the Initial Shares but not payable on the “Placed Option Shares”). The option granted hereby granted will expire 45 thirty (30) days after the date hereof and may be exercised in whole or in part from time to time in one or more installments, including at the Closing Time, only for the purpose of covering overallotments additional allotments which may be made in connection with the offering and distribution of the Initial Shares upon written notice by the Representative FBR to the Fund Company setting forth (i) the number of Option Shares as to which the several Underwriters are FBR is then exercising the option option, (ii) the names and denominations to which the Option Shares are to be delivered in book-entry form through the facilities of The Depository Trust Company (“DTC”), (iii) the number of Option Shares that will be Purchased Option Shares and the timenumber of Option Shares that will be Placed Option Shares, and (iv) the time and date and place of payment for and delivery for of such Purchased Option SharesShares and/or Placed Option Shares in book-entry form. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeFBR, but shall not be later than seven five (5) full business days nor earlier than one (1) full business day after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined. If unless otherwise agreed in writing by FBR and the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofCompany.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in paragraph (a), the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company, all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for delivery, with respect to both the Initial Shares and the Option Shares Shares, (a "Date of Delivery") shall be determined by the Representative, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing TimeDate, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A II opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative in its sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on Upon the basis of the representations and warranties herein contained contained, and subject to the terms and conditions herein set forth, the Fund hereby grants Company agrees to sell to the respective Underwriters named in Schedule I hereto and the Underwriters have an option to purchase, severally and not jointly, from the Underwriters to purchase up to Company (the "Option") not more than an additional [ ] 150,000 shares of Common Stock (the "Option Shares") at the price Purchase Price minus, if an Option Closing Date (as defined in Section 3(c) hereof) with respect to the delivery and payment of any Option Shares occurs after the date fixed for the determination of stockholders entitled to receive the next dividend payable on shares of Common Stock, an amount equal to such dividend per share of such Option Shares, provided such Option Closing Date is after the Firm Closing Date (as defined in Section 3(b) hereof). Option Shares may be purchased as provided herein solely for the purpose of covering over-allotments made in connection with the public offering of the Firm Shares. If any Option Shares are to be purchased, each of the Underwriters agrees, severally and not jointly, to purchase the number of Option Shares that bears the same proportion to the total number of Option Shares to be purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule B, less an amount per share equal I hereto bears to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option total number of Firm Shares. The option hereby granted will expire 45 days after the date hereof and Option may be exercised exercised, in whole or in part from time to time only for time, within the purpose period of covering overallotments which may be made in connection with 30 days from the offering and distribution date hereof, by written notice from the Representatives, on behalf of the Initial Shares upon notice by the Representative Underwriters, to the Fund setting Company (the OPTION NOTICE). The Option Notice shall set forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option Option is being exercised and the time, date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the of, and payment for, such Option Shares (a "Date of Delivery"pursuant to Section 3(c) hereof. As used herein, the term SECURITIES shall be determined by mean, collectively, the Representative, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Firm Shares and Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof.

Option Shares. In addition, on the basis of the representations and warranties contained herein contained and subject to the terms and conditions herein set forthforth herein, the Fund hereby grants an option to the Underwriters Underwriters, severally and not jointly, to purchase up to an additional [ ] shares of 412,500 Common Stock Shares in the aggregate at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Primary Shares but not payable on the Option Shares. The option hereby granted will expire 45 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Primary Shares upon notice by the Representative Representatives to the Fund setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery"“DATE OF DELIVERY”) shall be determined by the RepresentativeRepresentatives, but shall not be later than seven (7) full business days and no earlier than three (3) full business days after the exercise of said optionoption (provided that such notice is delivered after the Closing Time), nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Primary Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Primary Shares, subject in each case to such adjustments as the Representative Representatives in its their discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof.

Option Shares. In addition, on Upon the basis of the representations and warranties herein contained and subject to the other terms and conditions herein set forth, the Fund Company hereby grants an option to FBR to (i) purchase from the Underwriters to purchase Company, as initial purchaser, up to an additional [ ] shares aggregate of Common Stock 6,750,000 Option Shares at the price 144A/Regulation S Purchase Price per share set forth in Schedule B(the “Purchased Option Shares”); and (ii) place, less an amount as exclusive placement agent for the Company, up to that number of Option Shares remaining, after subtracting any Purchased Option Shares with respect to which FBR has exercised its option pursuant to clause (i), at the Regulation D Purchase Price per share equal to any dividends or distributions declared by (the Fund and payable on the Initial Shares but not payable on the “Placed Option Shares”). The option granted hereby granted will expire 45 thirty (30) days after the date hereof and may be exercised in whole or in part from time to time in one or more installments, including at the Closing Time, only for the purpose of covering overallotments additional allotments which may be made in connection with the offering and distribution of the Initial Shares upon written notice by the Representative FBR to the Fund Company setting forth (i) the number of Option Shares as to which the several Underwriters are FBR is then exercising the option option, (ii) the names and denominations to which the Option Shares are to be delivered in book-entry form through the facilities of The Depository Trust Company (“DTC”), (iii) the number of Option Shares that will be Purchased Option Shares and the timenumber of Option Shares that will be Placed Option Shares, and (iv) the time and date and place of payment for and delivery for of such Option SharesShares in book-entry form. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeFBR, but shall not be later than seven five (5) full business days nor earlier than one (1) full business day after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined. If unless otherwise agreed in writing by FBR and the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofCompany.

Option Shares. In addition, on On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Fund Company hereby grants an option to the Underwriters an option to purchase up to an additional [ ] 6,120,000 depositary shares of Common Stock at the price per share set forth Share Purchase Price referred to in Schedule Bthis Section 2(b), less an amount per share Option Share equal to any dividends or distributions declared by the Fund Company and payable on the Initial Shares but not payable on the Option Shares. The Such option hereby granted will shall expire 45 30 days after from the date hereof hereof, and may be exercised in whole or in part from time to time only for the purpose of covering overallotments which may be made over-allotments in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "“Date of Delivery"”) shall be determined by the Representative, but shall not be later than seven full business days and not earlier than two full business days after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter definedunless otherwise agreed between the Representative and the Company. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will shall purchase that proportion of the total number of Option Shares then being purchased which the total number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales sale or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on the basis of the representations and warranties contained herein contained and subject to the terms and conditions herein set forthforth herein, the Fund Company hereby grants an option to the Underwriters Underwriters, severally and not jointly, to purchase up to an additional [ ] shares of 525,000 Common Stock Shares in the aggregate, at the price per share set forth in Schedule BParagraph (a) above, less an amount per share equal to any dividends or distributions declared by the Fund Company and payable on the Initial Firm Shares but not payable on the Option Shares. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Firm Shares upon notice by the Representative Underwriters to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "“Date of Delivery"”) shall be determined by the RepresentativeUnderwriters, but shall not be later than seven (7) full business days and no earlier than three (3) full business days after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Firm Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Firm Shares, subject in each case to such adjustments as the Representative Mxxxxx Xxxxxx in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 11 hereof.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in paragraph (a), the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company, all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the Representative, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I opposite the name of the Company bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative they in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Fund hereby grants an option to the Underwriters to purchase up to an additional [ ] __________ shares of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares. The option hereby granted will expire 45 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeRepresentatives, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative Merrill Lynch in its discretion shall make to eliminate any sales or purchases of ox xxxxxaxxx xf a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, the Fund Company hereby grants an option to the Underwriters Underwriters, severally and not jointly, to purchase up to an additional [ ] shares from the Company all or any part of Common Stock the Option Shares at the purchase price per share set forth in Schedule B, less an amount per share equal paragraph (a) above plus any additional number of Option Shares that such Underwriter may become obligated to any dividends or distributions declared by purchase pursuant to the Fund and payable on the Initial Shares but not payable on the Option Sharesprovisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments, which may be made in connection with the offering and distribution of the Initial Shares Shares, upon notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeRepresentatives, but shall not be later than seven full business days nor earlier than two full business days after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined, unless otherwise agreed by the Representatives and the Company. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In additionFor the purpose of covering any over-allotments in connection with the distribution and sale of the Firm Shares, each of the Selling Stockholders agrees, severally and not jointly, to sell to the several Underwriters (the “Over-allotment Option”) the number of additional Common Shares set forth opposite their respective names in Schedule 2 hereto (the “Option Shares”), representing an aggregate total number of Common Shares equal to fifteen percent (15%) of the Firm Shares sold in the offering. As provided in this Agreement, the Underwriters, on the basis of the representations representations, warranties and warranties agreements set forth herein contained and subject to the terms conditions set forth herein, shall have the option to purchase, severally and conditions herein set forthnot jointly, the Fund hereby grants an option to the Underwriters to purchase up to an additional [ ] shares of Common Stock Option Shares at the price per share set forth in Schedule B, Purchase Price less an amount per share equal to any dividends or distributions declared by the Fund Company and payable on the Initial Firm Shares but not payable on the Option Shares. The option hereby granted will expire 45 days after to purchase the date hereof and Option Shares may be exercised only to cover over-allotments in whole or in part from time to time only for the purpose of covering overallotments which may be made in connection with the offering and distribution sale of the Initial Firm Shares upon notice by the Representative Underwriters. If any Option Shares are to the Fund setting forth be purchased, the number of Option Shares as to which the several Underwriters are then exercising the option and the time, date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") be purchased by each Underwriter shall be determined by the Representative, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then which bears the same ratio to the aggregate number of Option Shares being purchased which as the number of Initial Firm Shares set forth in Schedule A opposite the name of such Underwriter in Schedule 1 hereto (or such number increased as set forth in Section 8 hereof) bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional aggregate number of Option Shares plus any additional number of Option Shares which such Underwriter being purchased from the Selling Stockholders by the several Underwriters (and shall be rounded, as necessary, to avoid fractional shares as the Representative may become obligated to purchase pursuant to the provisions of Section 10 hereofdetermine).

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in Section 1(a), each of the Company and the Selling Shareholder, acting severally and not jointly, hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company and the Selling Shareholder all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares; plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof; provided, further that the Option Shares will be purchased pro rata from the Company and the Selling Shareholder. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time until such date only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the Representative, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Company and the Selling Shareholder, acting severally and not jointly, will sell such Option Shares to the Underwriters, and each of the Underwriters, acting severally and not jointly, will purchase from the Company and the Selling Shareholder that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A II opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative in its sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in paragraph (a), the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company, all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") delivery, as hereafter defined, shall be determined by the Representative, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell that proportion of the total number of Option Shares then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative in its sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in paragraph (a), the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company, all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after following the date hereof of delivery of the Initial Shares and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "“Date of Delivery"”) shall be determined by the RepresentativeRepresentatives, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell the total number of Option Shares then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Underwriters in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in paragraph (a), the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company, all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof of the Prospectus and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeRepresentatives, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each of the Underwriters, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share of Common Stock set forth in paragraph (a) above, FBR TRS hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from FBR TRS all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time within such 30-day period only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to FBR TRS and the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the Representative, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, FBR TRS will sell that number of Option Shares then being purchased and each of the Underwriters, acting severally and not jointly, will purchase the number of Option Shares that bear the same proportion of to the total number of Option Shares then being purchased which as the number of Initial Shares set forth in Schedule A II opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Initial Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 11 hereof, subject to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in paragraph (a), the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company, all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeRepresentatives, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell the Option Shares to the Underwriters, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in paragraph (a), the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company, all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof. The option hereby granted will expire 45 thirty (30) days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund Company and the Custodian setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeRepresentatives, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell the total number of Option Shares then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A II opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which shares. The Underwriters may from time to time increase or decrease the public offering price after the initial public offering to such Underwriter extent as the Underwriters may become obligated to purchase pursuant to the provisions of Section 10 hereofdetermine.

Option Shares. In addition, on Upon the basis of the representations and warranties herein contained and subject to the other terms and conditions herein set forth, the Fund Company hereby grants an option to FBR to (i) purchase from the Underwriters to purchase Company, as initial purchaser, up to an additional [ ] shares aggregate of Common Stock 1,674,160 Option Shares at the price 144A/Regulation S Purchase Price per share set forth in Schedule B(the "Purchased Option Shares"); and (ii) place, less an amount as exclusive placement agent for the Company, up to that number of Option Shares remaining after subtracting any Purchased Option Shares with respect to which FBR has exercised its option pursuant to clause (i), at the Regulation D Purchase Price per share equal to any dividends or distributions declared by (the Fund and payable on the Initial Shares but not payable on the "Placed Option Shares"). The option granted hereby granted will expire 45 thirty (30) days after the date hereof and may be exercised in whole or in part from time to time in one or two installments, including at the Closing Time, only for the purpose of covering overallotments additional allotments which may be made in connection with the offering and distribution of the Initial Shares upon Shares. The option shall be exercised pursuant to written notice by the Representative FBR to the Fund Company setting forth (i) the number of Option Shares as to which the several Underwriters are FBR is then exercising the option option, (ii) the names and denominations to which the Option Shares are to be delivered in book-entry form through the facilities of The Depository Trust Company ("DTC"), if available, (iii) the number of Option Shares that will be Purchased Option Shares and the timenumber of Option Shares that will be Placed Option Shares, and (iv) the time and date and place of payment for and delivery for of such Option SharesShares in book-entry form. Any such time and date of payment and delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeFBR, but shall not be later than seven five (5) full business days nor earlier than two (2) full business day after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined. If unless otherwise agreed in writing by FBR and the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofCompany.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in paragraph (a), the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company, all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares that such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the (an “Option Shares (a "Date of Delivery"Closing Time”) shall be determined by the RepresentativeRepresentatives, but shall not be later than seven five full business days after the exercise of said such option, nor in any event prior to the Initial Closing Time, Time (as hereinafter defined). If the option is exercised as to all or any portion of the Option Shares, the Company will sell that number of Option Shares then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share of Common Stock set forth in paragraph (a) above, the Selling Stockholder hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Selling Stockholder all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time within such 30-day period only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund Selling Stockholder setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the Representative, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Selling Stockholder will sell that number of Option Shares then being purchased and each of the Underwriters, acting severally and not jointly, will purchase the number of Option Shares that bear the same proportion of to the total number of Option Shares then being purchased which as the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Initial Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 9 hereof, subject to such adjustments among the Underwriters as the Representative in its sole discretion shall make to eliminate any sales or purchases of fractional shares.

Option Shares. In addition, on On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Fund Company hereby grants an option to the Underwriters an option to purchase up to an additional [ ] 4,500,000 depositary shares of Common Stock at the purchase price per share set forth referred to in Schedule Bthis Section 2(a), less an amount per share Option Share equal to any dividends or distributions declared by the Fund Company and payable on the Initial Shares but not payable on the Option Shares. The Such option hereby granted will shall expire 45 30 days after from the date hereof hereof, and may be exercised in whole or in part from time to time only for the purpose of covering overallotments which may be made over-allotments in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "“Date of Delivery"”) shall be determined by the Representative, but shall not be later than seven full business days and not earlier than two full business days after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter definedunless otherwise agreed between the Representative and the Company. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will shall purchase that proportion of the total number of Option Shares then being purchased which the total number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales sale or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, the Fund Company hereby grants an option to the Underwriters Underwriters, severally and not jointly, to purchase from the Company up to an additional [ ] shares aggregate of Common Stock 225,000 Option Shares at the purchase price per share set forth in Schedule B, less an amount per share equal paragraph (a) above plus any additional number of Option Shares which such Underwriter may become obligated to any dividends or distributions declared by purchase pursuant to the Fund and payable on the Initial Shares but not payable on the Option Sharesprovisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Firm Shares upon notice by the Representative to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such the Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the Representative, but shall not be later than seven full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Firm Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Firm Shares, subject in each case to such adjustments as the Representative in its sole discretion shall make to eliminate any sales or purchases of a fractional number shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares plus any additional number of Option Shares which after the initial public offering to such Underwriter extent as the Underwriters may become obligated to purchase pursuant to the provisions of Section 10 hereofdetermine in accordance with applicable law.

Option Shares. In addition, on Upon the basis of the representations and warranties herein contained and subject to the other terms and conditions herein set forth, the Fund Company hereby grants an option to FBR to (i) purchase from the Underwriters to purchase Company, as initial purchaser, up to an additional [ ] shares aggregate of Common Stock 2,860,000 Option Shares at the price 144A/Regulation S Purchase Price per share set forth in Schedule B(the "Purchased Option Shares"); and (ii) place, less an amount as exclusive placement agent for the Company, up to that number of Option Shares remaining, after subtracting any Purchased Option Shares with respect to which FBR has exercised its option pursuant to clause (i), at the Regulation D Purchase Price per share equal to any dividends or distributions declared by (the Fund and payable on the Initial Shares but not payable on the "Placed Option Shares"). The option granted hereby granted will expire 45 thirty (30) days after the date hereof and may be exercised in whole or in part from time to time in one or more installments, including at the Closing Time, only for the purpose of covering overallotments additional allotments which may be made in connection with the offering and distribution of the Initial Shares upon written notice by the Representative FBR to the Fund Company setting forth (i) the number of Option Shares as to which the several Underwriters are FBR is then exercising the option option, (ii) the names and denominations to which the Option Shares are to be delivered in book-entry form through the facilities of The Depository Trust Company ("DTC"), (iii) the number of Option Shares that will be Purchased Option Shares and the timenumber of Option Shares that will be Placed Option Shares, and (iv) the time and date and place of payment for and delivery for of such Option SharesShares in book-entry form. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativeFBR, but shall not be later than seven five (5) full business days nor earlier than one (1) full business day after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter definedunless otherwise agreed in writing by FBR and the Company. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof2.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share of Preferred Stock set forth in paragraph (a) above, the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time (which shall not be more than two times in the aggregate) within such 30-day period only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon written notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "“Date of Delivery"”) shall be determined by the RepresentativeRepresentatives, but shall not be later than seven five full business days after the exercise of said such option, nor in any event prior to the Closing Time, Time (as hereinafter defineddefined below). If The number of Option Shares to be purchased by each Underwriter shall be the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion same percentage of the total number of Option Shares then being purchased which as the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.

Option Shares. In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Fund hereby grants an option to the Underwriters to purchase up to an additional [ ] shares of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares. The option hereby granted will expire 45 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the Representative, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative Merrill Lynch in its discretion shall make to eliminate any sales or purchases xxxxhases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, the Fund Company hereby grants an option to the Underwriters Underwriters, severally and not jointly, to purchase from the Company up to an additional [ ] shares of Common Stock ______ Option Shares at the purchase price per share set forth in Schedule Bparagraph (a) above, less an amount per share equal plus any additional number of Option Shares which such Underwriter may become obligated to any dividends or distributions declared by purchase pursuant to the Fund and payable on the Initial Shares but not payable on the Option Sharesprovisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the Representative, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which shares. The Underwriters may from time to time increase or decrease the public offering price after the initial public offering to such Underwriter extent as the Underwriters may become obligated to purchase pursuant to the provisions of Section 10 hereofdetermine.

Option Shares. In addition, on (a) On the basis of the representations representations, warranties and warranties agreements herein contained and contained, but subject to the terms and conditions herein set forth, each of the Fund Selling Stockholders other than Xxxxxx X. Xxxxxx hereby grants an to the several Underwriters, for the purpose of covering over-allotments in connection with the distribution and sale of the Firm Shares only, a nontransferable option to the Underwriters to purchase up to an additional [ ] shares of Common Stock from such Selling Stockholder at the purchase price per share for the Firm Shares set forth in Schedule BSECTION 4, less an amount per share equal up to any dividends or distributions declared by the Fund and payable number of Option Shares listed opposite such Selling Stockholder's name on the Initial Shares but not payable on the Option SharesSCHEDULE B hereto. The Such option hereby granted will expire 45 days after the date hereof and may be exercised by the Representative on behalf of the several Underwriters on one (1) or more occasions in whole or in part from time to time only for during the purpose of covering overallotments which may be made in connection with period ending forty-five (45) days after the offering and distribution date of the Initial Shares upon final Prospectus by giving written notice by (the Representative "OPTION NOTICE") to the Fund setting forth the Selling Stockholders. The number of Option Shares as to which be purchased by each Underwriter upon the exercise of such option shall be the same proportion of the total number of Option Shares to be purchased by the several Underwriters are then exercising pursuant to the exercise of such option as the number of Firm Shares purchased by such Underwriter (set forth in SCHEDULE A hereto) bears to the total number of Firm Shares purchased by the several Underwriters (set forth in SCHEDULE A hereto), adjusted by the Representative in such manner as to avoid fractional shares. In any partial exercise of the over-allotment option, each of the Selling Stockholders other than Xxxxxx X. Xxxxxx will sell that portion of the total Option Shares for which the over-allotment option is being exercised equal to the portion of the 150,000 maximum aggregate over-allotment shares listed opposite such Selling Stockholder's name on SCHEDULE B. Delivery of definitive certificates for the Option Shares to be purchased by the several Underwriters pursuant to the exercise of the option granted by this SECTION 8 shall be made by the Agent against payment of the purchase price therefor by the several Underwriters by certified or official bank check or checks drawn in same-day funds, payable to the order of each Selling Stockholder. In the event of any breach of such definitive certificate delivery obligations, the party in breach shall reimburse the Underwriters for the interest lost and any other expenses borne by them by reason of such breach. Such delivery and payment shall take place at the offices of Xxxxxx, Xxxx & Xxxxxxxx LLP, 0 Xxxx Xxxxx, Xxxxx 0000, Xxxxxx, Xxxxxxxxxx or at such other place as may be agreed upon between the Representative and the timeAgent (i) on the Closing Date, if written notice of the exercise of such option is received by the Agent at least two (2) full business days prior to the Closing Date, or (ii) on a date which shall not be later than the third (3rd) full business day following the date the Agent receive written notice of the exercise of such option, if such notice is received by the Agent after the date two (2) full business days prior to the Closing Date. The certificates for the Option Shares to be so delivered will be made available to you at such office or such other location including, without limitation, in New York City, as you may reasonably request for checking at least one (1) full business day prior to the date of payment and place delivery and will be in such names and denominations as you shall specify at least two (2) full business days prior to such date of payment and delivery. If the Representative so elects, delivery of the Option Shares may be made by credit through full fast transfer to the accounts at The Depository Trust Company designated by the Representative. It is understood that you, individually, and not as the Representative of the several Underwriters, may (but shall not be obligated to) make payment of the purchase price on behalf of any Underwriter or Underwriters whose check or checks shall not have been received by you prior to the date of payment and delivery for the Option Shares to be purchased by such Underwriter or Underwriters. Any such payment by you shall not relieve any such Underwriter or Underwriters of any of its or their obligations hereunder. (b) Upon exercise of any option provided for in SECTION 8(a), the obligations of the several Underwriters to purchase such Option Shares will be subject (as of the date hereof and as of the date of payment and delivery for such Option Shares. Any such time ) to the accuracy of and date of delivery for compliance with the Option Shares (a "Date of Delivery") shall be determined by the Representativerepresentations, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion warranties and agreements of the Option SharesCompany and each Selling Stockholder herein, each to the accuracy of the Underwriters, acting severally and not jointly, will purchase that proportion statements of the total number Company and officers of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in Company and each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase Selling Stockholder made pursuant to the provisions hereof, to the performance by the Company and each Selling Stockholder of Section 10 hereofits obligations hereunder, to the conditions set forth in SECTION 7, and to the condition that all proceedings taken at or prior to the payment date in connection with the sale and transfer of such Option Shares shall be satisfactory in form and substance to you and to Underwriters' Counsel, and you shall have been furnished with all such documents, certificates and opinions as you may request in order to evidence the accuracy and completeness of any of the representations, warranties or statements, the performance of any of the covenants or agreements of the Company and each Selling Stockholder or the satisfaction of any of the conditions herein contained.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, forth the Fund Company hereby grants an option to the Underwriters Underwriters, severally and not jointly, to purchase from the Company up to an additional [ ] shares aggregate of Common Stock 1,875,000 Option Shares at the purchase price per share set forth in Schedule B, less an amount per share equal paragraph (a) above plus any additional number of Option Shares which such Underwriter may become obligated to any dividends or distributions declared by purchase pursuant to the Fund and payable on the Initial Shares but not payable on the Option Sharesprovisions of Section 9 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the Representative, but shall not be later than seven three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name same of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its sole discretion shall make to eliminate any sales or purchases of a fractional number shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares plus any additional number of Option Shares which after the initial public offering to such Underwriter extent as the Underwriters may become obligated to purchase pursuant to the provisions of Section 10 hereofdetermine.

Option Shares. In addition, on (a) On the basis of the representations representations, warranties and warranties agreements herein contained and contained, but subject to the terms and conditions herein set forth, the Fund Company and certain Selling Stockholders hereby grants an option grant, severally and not jointly, to the Underwriters several Underwriters, for the purpose of covering over- allotments in connection with the distribution and sale of the Firm Shares only, a nontransferable option to purchase up to an additional [ ] shares aggregate of Common Stock 1,155,000 Option Shares at the purchase price per share for the Firm Shares set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option SharesSection 3 hereof. The Such option hereby granted will expire 45 days after the date hereof and may be exercised by the Representatives on behalf of the several Underwriters on one (1) or more occasions in whole or in part from time during the period of thirty (30) days after the date on which the Firm Shares are initially offered to time only for the purpose public, by giving written notice to the Company and the Attorneys. The maximum aggregate number of covering overallotments which may shares of Option Stock to be made in connection with sold by the offering Company and distribution each such Selling Stockholder is set forth opposite their respective names on Schedule B hereto. The number of Option Shares to be purchased by each Underwriter upon the exercise of such option shall be the same proportion of the Initial total number of Option Shares upon notice to be purchased by the Representative several Underwriters pursuant to the Fund setting exercise of such option as the number of Firm Shares purchased by such Underwriter (set forth in Schedule A hereto) bears to the total number of Firm Shares purchased by the several Underwriters (set forth in Schedule A hereto), adjusted by the Representatives in such manner as to avoid fractional shares. In the case of a partial exercise of such option, the number of Option Shares to be sold by the Company and each such Selling Stockholder shall be the same proportion of the total number of Option Shares to be purchased pursuant to such exercise as the number of Option Shares set forth opposite the Company's or such Selling Stockholder's name, as the case may be, on Schedule B hereto bears to the aggregate maximum number of Option Shares to be sold by the Company and all of such Selling Stockholders as set forth on Schedule B, adjusted by the Representatives in such manner as to which avoid fractional shares. Delivery of definitive certificates for the Option Shares to be purchased by the several Underwriters are then exercising pursuant to the exercise of the option granted by this Section 7 shall be made against payment of the purchase price therefor by the several Underwriters by certified or official bank check or checks drawn in same-day funds, payable to the order of the Company with regard to Option Shares being purchased from the Company, and to the order of the Custodian for the respective accounts of such Selling Stockholders with regard to the Option Shares being purchased from such Selling Stockholders (and the timeCompany and such Selling Stockholders agree not to deposit (and such Selling Stockholders shall cause the Custodian not to deposit) any such checks in the bank on which they are drawn, and not to take any other action with the purpose or effect of receiving immediately available funds, until the business day following the date of their delivery to the Company or the Custodian, as the case may be). In the event of any breach of the foregoing, the Company or such Selling Stockholders, as the case may be, shall reimburse the Underwriters for the interest lost and any other expenses borne by them by reason of such breach. Such delivery and payment shall take place at the offices of Xxxxxx & Xxxxxx or at such other place as may be agreed upon among the Representatives, the Company and the Attorneys (i) on the Closing Date, if written notice of the exercise of such option is received by the Company and the Attorneys at least two (2) full business days prior to the Closing Date, or (ii) on a date which shall not be later than the third (3rd) full business day following the date the Company and the Attorneys receive written notice of the exercise of such option, if such notice is received by the Company and the Attorneys less than two (2) full business days prior to the Closing Date. The certificates for the Option Shares to be so delivered will be made available to you at such office or such other location including, without limitation, in New York City, as you may reasonably request for checking at least one (1) full business day prior to the date of payment and delivery and will be in such names and denominations as you may request, such request to be made at least two (2) full business days prior to such date of payment and delivery. If the Representatives so elect, delivery of the Option Shares may be made by credit through full fast transfer to the accounts at The Depository Trust Company designated by the Representatives. It is understood that you, individually, and not as the Representatives of the several Underwriters, may (but shall not be obligated to) make payment of the purchase price on behalf of any Underwriter or Underwriters whose check or checks shall not have been received by you prior to the date of payment and delivery for the Option Shares to be purchased by such Underwriter or Underwriters. Any such payment by you shall not relieve any such Underwriter or Underwriters of any of its or their obligations hereunder. (b) Upon exercise of any option provided for in Section 7(a) hereof, the obligations of the several Underwriters to purchase such Option Shares will be subject (as of the date hereof and as of the date of payment and delivery for such Option Shares. Any such time ) to the accuracy of and date of delivery for compliance with the Option Shares (a "Date of Delivery") shall be determined by the Representativerepresentations, but shall not be later than seven full business days after the exercise of said option, nor in any event prior to Closing Time, as hereinafter defined. If the option is exercised as to all or any portion warranties and agreements of the Option SharesCompany and the Selling Stockholders herein, each to the accuracy of the Underwriters, acting severally and not jointly, will purchase that proportion statements of the total number Company, the Selling Stockholders and officers of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments as the Representative in its discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase Company made pursuant to the provisions hereof, to the performance by the Company and the Selling Stockholders of their respective obligations hereunder, to the conditions set forth in Section 10 6 hereof, and to the condition that all proceedings taken at or prior to the payment date in connection with the sale and transfer of such Option Shares shall be satisfactory in form and substance to you and to Underwriters' Counsel, and you shall have been furnished with all such documents, certificates and opinions as you may request in order to evidence the accuracy and completeness of any of the representations, warranties or statements, the performance of any of the covenants or agreements of the Company and the Selling Stockholders or the satisfaction of any of the conditions herein contained.

Option Shares. In addition, on upon the basis of the warranties and representations and warranties herein contained and subject to the other terms and conditions herein set forth, at the Fund purchase price per share set forth in paragraph (a), the Company hereby grants an option to the Underwriters Underwriters, acting severally and not jointly, to purchase up to an additional [ ] shares from the Company, all or any part of Common Stock at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Initial Shares but not payable on the Option Shares, plus any additional number of Option Shares that such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 45 30 days after the date hereof and may be exercised in whole or in part from time to time only for the purpose of covering overallotments over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representative Representatives to the Fund Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time, time and date and place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "“Date of Delivery"”) shall be determined by the RepresentativeRepresentatives, but shall not be later than seven five full business days after the exercise of said such option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell that number of Option Shares then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule A I opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representative Representatives in its their sole discretion shall make to eliminate any sales or purchases of a fractional number of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereofshares.