Common use of Pricing Disclosure Package Clause in Contracts

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this Section 4(e) apply only to statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder furnished in writing by or on behalf of the Selling Stockholder expressly for use in the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only information so furnished by such Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear in the table (and corresponding footnotes) under the caption “Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at as of the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided provided, however that such representations and warranties set forth in Selling Stockholder’s representation under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by or on behalf of the such Selling Stockholder expressly for use in the Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed that for the purposes of this Agreement, the only such information so furnished by for such Selling Stockholder before the offering consists only of (excluding percentages and the number of shares of Stock that will be beneficially owned by A) such Selling Stockholder after the offering) consists of the Stockholder’s legal name, address and number of shares of Stock, as applicable, Common Stock beneficially owned by such Selling Stockholder before and after the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement, Statement or the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in the Selling Stockholder’s representation under this Section 4(e) section shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon upon, and in conformity with with, information relating to such the Selling Stockholder furnished to the Company in writing by or on behalf of the Selling Stockholder expressly for use in the Pricing Disclosure PackagePackage (or any amendment or supplement thereto), it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such the Selling Stockholder before is (i) the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number of shares of Stock, as applicable, Common Stock owned by such the Selling Stockholder which appear before and after the offering, and (ii) the other information with respect to the Selling Stockholder that appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders,” in each case, in the Registration Statement, the Preliminary ProspectusPricing Disclosure Package, the Prospectus or in any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided provided, however, that such Selling Stockholder’s representations and warranties set forth in under this Section 4(e) apply only are limited solely to statements or omissions made in reliance upon and in conformity with the information relating to such Selling Stockholder furnished to the Company in writing by or on behalf of the such Selling Stockholder expressly for use in the Pricing Disclosure PackagePackage and the Prospectus and any amendment or supplement thereto, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such Selling Stockholder before consists of (i) the offering name of such Selling Stockholder, (excluding percentages and ii) the number of shares of Class A Common Stock that will be beneficially owned by such Selling Stockholder after prior to the completion of this offering, (iii) consists of the legal name, address information set forth in the applicable footnote relating to such Selling Stockholder under the beneficial ownership table and (iv) the number of shares of Stock, as applicable, owned Shares to be offered by such Selling Stockholder which appear Stockholder, in each case as set forth in the table (section entitled “Principal and corresponding footnotes) under the caption “Selling Stockholdersselling stockholders” in the Registration Statement, the Preliminary Prospectus, Pricing Disclosure Package and the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this Section 4(e) apply only Selling Stockholder makes no representation or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating furnished to such Selling Stockholder furnished the Company in writing by or on behalf of such Underwriter through the Selling Stockholder Representatives expressly for use in the such Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by any Underwriter consists of the information described as such in Section 9(c) hereof; provided, further, that such Selling Stockholder’s representation under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by such Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear expressly for use in the table Pricing Disclosure Package (and corresponding footnotes) under the caption “Selling Stockholders” in the including any Pricing Disclosure Package that has subsequently been amended), Registration Statement, the Preliminary Prospectus, Statement or the Prospectus (or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”amendment or supplement thereto).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such the representations and warranties set forth in this Section 4(e) apply only are limited in all respects to statements or omissions made in reliance upon and in conformity with information relating to such each Selling Stockholder furnished to the Company in writing by or on behalf of the such Selling Stockholder expressly for use in the Pricing Disclosure Package, and any amendment or supplement thereto; it being understood and agreed that for purposes of this Agreement, the only such information so furnished by each such Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of (A) the legal name, address and the number and type of shares of Stock, as applicable, capital stock owned by such Selling Stockholder (including any information about beneficial ownership, voting power and investment control of such shares) before the offering, and (B) the other information (excluding percentages) with respect to the Selling Stockholder which appear appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement, the any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of at the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such Selling Stockholder’s representations and warranties set forth in under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with information furnished by such Selling Stockholder, in writing to the Company, relating to such Selling Stockholder furnished in writing by or on behalf of the Selling Stockholder expressly for use in the such Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, Agreement the only information so furnished by such Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number of shares of Stock, as applicable, Common Stock owned by such Selling Stockholder before and after the offering and the other information with respect to such Selling Stockholder (excluding percentages) which appear in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at Package as of the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to the Underwriter furnished to the Company in writing by the Underwriter expressly for use in such representations Pricing Disclosure Package, it being understood and warranties set forth agreed that the only such information furnished by the Underwriter consists of the information described as such in this Section 4(e9(c) apply only hereof; and provided, further, that the Company makes no representation and warranty with respect to statements or omissions made in reliance upon and in conformity with information relating to such any Selling Stockholder furnished in writing by or on behalf of the such Selling Stockholder expressly for use in the such Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such or on behalf of any Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number of shares of Stock, information described as applicable, owned by such Selling Stockholder which appear in the table (and corresponding footnotes) under the caption “Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”Section 4(e).

Pricing Disclosure Package. The Pricing Disclosure Package, at as of the Applicable Time did not, and as of at the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such Selling Stockholder’s representations and warranties set forth in under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with information furnished by such Selling Stockholder, in writing to the Company, relating to such Selling Stockholder furnished in writing by or on behalf of the Selling Stockholder expressly for use in the Pricing Disclosure Package, it being understood and agreed that for the purposes of this Agreement, the only information so furnished by such Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number of shares of Stock, as applicable, Common Stock owned by such Selling Stockholder before and after the offering and the other information with respect to such Selling Stockholder (excluding percentages) which appear in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that each such Selling Stockholder’s representations and warranties set forth in under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with information furnished by such Selling Stockholder in writing for use in the Pricing Disclosure Package (it being understood and agreed upon that the only such information furnished in writing by any Selling Stockholder consists of the following information: its name, its address and the number of shares of Stock owned by such Selling Stockholder before and after the offering contemplated hereby and the other information with respect to such Selling Stockholder (other than percentages) that appears in the table and corresponding footnotes under the caption “Principal and Selling Stockholders” in contained Registration Statement or any amendment or supplement thereto (such information, the “Selling Stockholder Information”), and provided further, that such Selling Stockholder makes no representation or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder any Underwriter furnished to the Company in writing by or on behalf of such Underwriter through the Selling Stockholder Representatives expressly for use in the such Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) any Underwriter consists of the legal name, address and number of shares of Stock, information described as applicable, owned by such Selling Stockholder which appear in the table (and corresponding footnotesSection 9(c) under the caption “Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”)hereof.

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that as to the Selling Shareholders II, the foregoing sentence shall only apply to statements or omissions relating to the Selling Shareholders II made in reliance upon and in conformity with information relating to such representations Selling Shareholder II furnished in writing by or on behalf of such Selling Shareholder expressly for use in the Registration Statement, the Pricing Disclosure Package, the Prospectus or any Issuer Free Writing Prospectus or any supplement or amendment thereto (the “Selling Shareholder II Information”); and warranties set forth in this Section 4(e) apply only provided, further, that such Selling Shareholder makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder any Underwriter furnished to the Company in writing by or on behalf of such Underwriter through the Selling Stockholder Representatives expressly for use in the such Pricing Disclosure Package, Package (it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) any Underwriter consists of the legal name, address and number of shares of Stock, information described as applicable, owned by such Selling Stockholder which appear in the table (and corresponding footnotesSection 9(d) under the caption “Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”hereof).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in Selling Shareholder’s representation under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder Shareholder furnished to the Company in writing by or on behalf of the such Selling Stockholder Shareholder expressly for use in the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only information so furnished by each Selling Shareholder to the Company consists of (A) the legal name and address of such Selling Shareholder and the other information about such Selling Shareholder set forth in the footnote relating to such Selling Shareholder under the caption “Principal and Selling Shareholders” and (B) the number of shares of common stock beneficially owned by such Selling Stockholder Shareholder before the offering (excluding percentages and the number of shares of Stock percentages) that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear appears in the table (and corresponding footnotes) under the caption “Principal and Selling StockholdersShareholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholdercollectively, the “Selling Stockholder Shareholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this Section 4(esubsection (e) apply only to statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder Shareholder furnished in writing by or on behalf of the such Selling Stockholder Shareholder expressly for use in the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only information so furnished by such Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear in the table (and corresponding footnotes) under the caption “Selling Stockholders” in the Registration Statement, the Preliminary ProspectusPricing Disclosure Package, the Prospectus or any Issuer Free Writing Prospectus or any amendment or supplement thereto, it being understood and agreed that the only information furnished by such Selling Shareholder consists of the name of such Selling Shareholder, the number of shares beneficially owned prior to the offering by such Selling Shareholder and the information contained in the respective footnote related to such Selling Shareholder set forth in the beneficial ownership table in the Registration Statement and the Prospectus under the caption “Principal and Selling Shareholders” (such information with respect to each Selling StockholderShareholder, the “Selling Stockholder Shareholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at Package as of the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in Selling Stockholder’s representation under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with information relating to such any Selling Stockholder Information (as defined below). Each Underwriter, each StepStone Party and each Selling Stockholder agrees that “Selling Stockholder Information” with respect to each Selling Stockholder consists solely of the information furnished in writing by or on behalf of the such Selling Stockholder in writing expressly for use in connection with the Pricing Disclosure Packageoffering, it being understood and agreed that for purposes which solely consists of this Agreement, (A) the only information so furnished by name of such Selling Stockholder before the offering Stockholder, (excluding percentages and B) the number of shares of Stock that will be beneficially owned by such Selling Stockholder after prior to the completion of this offering, (C) consists of the legal nameinformation set forth in the applicable footnote relating to such Selling Stockholder under the beneficial ownership table, address and (D) the number of shares of Stock, as applicable, owned Shares to be offered by such Selling Stockholder which appear Stockholder, in the table (and corresponding footnotes) each case as set forth under the caption “Principal and Selling Stockholders” ”, in each of the Pricing Disclosure Package (including any Pricing Disclosure Package that is subsequently amended), the Registration Statement, the Preliminary Prospectus, Statement and the Prospectus (or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”amendment or supplement thereto).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such the representations and warranties set forth in this Section 4(e) apply only are limited in all respects to statements or omissions made in reliance upon and in conformity with information relating to such the Selling Stockholder furnished in writing by or on behalf of the such Selling Stockholder expressly for use in the Registration Statement, the Pricing Disclosure PackagePackage and the Prospectus and any amendment or supplement thereto, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by or on behalf of any Selling Stockholder consists only of (A) such Selling Stockholder before the offering (excluding percentages Stockholder’s legal name, address and the number of shares of Common Stock that will be beneficially owned by such Selling Stockholder after Stockholder, and (B) the offeringother information (excluding percentages) consists of with respect to the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear appears in the table (and corresponding footnotes) under the caption “Selling StockholdersShareholders” or “Selling Stockholder and Option Stockholder” in the Registration Statement, the any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (and provided, further that such information Selling Stockholder makes no representation and warranty with respect to each Selling Stockholderany statements or omissions made in reliance upon and in conformity with information relating to the Underwriter furnished to the Company in writing by the Underwriter expressly for use in such Pricing Disclosure Package, it being understood and agreed that the “Selling Stockholder Information”)only such information furnished by the Underwriter consists of the information described as such in Section 9(c) hereof.

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this Section 4(e) apply only Selling Stockholder makes no representation or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by such Underwriter expressly for use in such Pricing Disclosure Package, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 9(c) hereof, provided further that, the representations and warranties set forth in this paragraph 4(f) are limited in all respects to statements or omissions made in reliance upon and in conformity with the information relating to such Selling Stockholder furnished to the Company Parties in writing by or on behalf of the such Selling Stockholder expressly for use in the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only information so furnished by such Selling Stockholder before consists of the offering (excluding percentages and name of the Selling Stockholder, the number of offered shares of Stock that will be beneficially owned by and the address and other information with respect to such Selling Stockholder after the offering(excluding percentages) consists which appear in each of the legal nameRegistration Statement, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear Pricing Disclosure Package or the Prospectus in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time Time, did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this Section 4(eparagraph (f) apply only to statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder furnished to the Company in writing by or on behalf of the such Selling Stockholder expressly for use in the Registration Statement, the Pricing Disclosure PackagePackage and the Prospectus and any amendment or supplement thereto, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such or on behalf of any Selling Stockholder before consists only of (i) the offering (excluding percentages legal name, address and the number of shares of Common Stock that will be beneficially owned by such Selling Stockholder Stockholder, before and after the offering, and (ii) consists of the legal name, address and number of shares of Stock, as applicable, owned by other information (excluding percentages) with respect to such Selling Stockholder which appear appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in each case, in the Registration Statement, the any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such the Selling Stockholder’s representations and warranties set forth in under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions to state a material fact made in reliance upon and in conformity with information relating to such Selling Stockholder furnished in writing by or on behalf of the Selling Stockholder expressly in writing for use in the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such the Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of (A) the legal name, address and the number and type of shares of Stock, as applicable, owned by the Selling Stockholder (including any information about beneficial ownership, voting power and investment control of such shares) before the offering, and (B) the other information with respect to the Selling Stockholder which appear appears in the table (and corresponding footnotes) under the caption “Selling StockholdersShareholder” in the Registration Statement, the any Preliminary ProspectusProspectus Supplement, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The All information furnished by or on behalf of the Selling Stockholder in writing expressly for use in the Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, it being understood that the only such information furnished by or on behalf of such Selling Stockholder consists of the description of such Selling Stockholder under the caption “Selling Stockholder” in the Pricing Disclosure Package (the “Selling Stockholder Information”); provided that such representations and warranties set forth in this Section 4(e) apply only Selling Stockholder makes no representation or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder any Underwriter furnished to the Company in writing by or on behalf of such Underwriter through the Selling Stockholder Representative expressly for use in the such Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) any Underwriter consists of the legal name, address and number of shares of Stock, information described as applicable, owned by such Selling Stockholder which appear in the table (and corresponding footnotes) under the caption “Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”Section 9(c).

Pricing Disclosure Package. The Pricing Disclosure Package, at Package as of the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this Section 4(e) apply only the Company makes no representation or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder any Underwriter furnished to the Company in writing by or on behalf (i) such Underwriter through the Representatives expressly for use in such Pricing Disclosure Package, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 9(c) hereof or (ii) the Selling Stockholder Stockholders expressly for use in the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by the Selling Stockholders consists of the number of common shares owned by such Selling Stockholder Stockholders before and after the offering (excluding percentages and the number of shares of Stock percentages) that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Stockholders Information”). No statement of material fact included in the Prospectus has been omitted from the Pricing Disclosure Package and no statement of material fact included in the Pricing Disclosure Package that is required to be included in the Prospectus has been omitted therefrom.

Pricing Disclosure Package. The Pricing Disclosure Package, at Package as of the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by such representations Underwriter through the Representatives expressly for use in such Pricing Disclosure Package, it being understood and warranties set forth agreed that the only such information furnished by any Underwriter consists of the information described as such in this Section 4(e9(c) apply only hereof; and provided, further, that the Company makes no representation and warranty with respect to statements or omissions made in reliance upon and in conformity with information relating to such any Selling Stockholder furnished in writing by or on behalf of the such Selling Stockholder expressly for use in the such Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such or on behalf of any Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number of shares of Stock, information described as applicable, owned by such Selling Stockholder which appear in the table (and corresponding footnotes) under the caption “Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”Section 4(e).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such the representations and warranties set forth in this Section 4(e) apply only are limited in all respects to statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder furnished in writing by or on behalf of the Selling Stockholder expressly for use in the Registration Statement, the Pricing Disclosure PackagePackage and the Prospectus, and any amendment or supplement thereto; it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such the Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of (A) the legal name, address and the number and type of shares of Stock, as applicable, capital stock owned by the Selling Stockholder (including any information about beneficial ownership, voting power and investment control of such shares) before and after the offering, (B) the other information (excluding percentages) with respect to the Selling Stockholder which appear appears in the table (and corresponding footnotes) under the caption “Principal and Selling StockholdersStockholder” in the Registration Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus and (C) the information relating to the Company’s controlling stockholder in the Registration Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of at the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this Section 4(e) apply only Selling Stockholder makes no representation or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder any Underwriter furnished to the Company in writing by or on behalf of the Selling Stockholder such Underwriter expressly for use in the such Pricing Disclosure Package, it being understood and agreed that for purposes the only such information furnished by any Underwriter consists of the information described as such in Section 9(c) hereof, provided further that the provisions of this Agreementparagraph (e) only apply to the extent that any statements in or omissions from the Pricing Disclosure Package are made in reliance on and in conformity with written information relating to such Selling Stockholder specifically and expressly provided by such Selling Stockholder for use therein, it being further understood and agreed that the only such information so furnished by such Selling Stockholder before is the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number share ownership of shares of Stock, as applicable, owned by such Selling Stockholder which appear in the table (Registration Statement and corresponding footnotes) the Prospectus under the caption “Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information.”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such the representations and warranties set forth in this Section 4(e) apply only are limited in all respects to statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder furnished in writing by or on behalf of the Selling Stockholder expressly for use in the Registration Statement, the Pricing Disclosure PackagePackage and the Prospectus, and any amendment or supplement thereto; it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of (A) the legal name, address and the number and type of shares of Stock, as applicable, capital stock owned by such Selling Stockholder (including any information about beneficial ownership, voting power and investment control of such shares) before and after the offering, (B) the other information (excluding percentages) with respect to the Selling Stockholder which appear appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus and (C) the information relating to the Company’s controlling stockholder in the Registration Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided provided, however, that such representations and warranties set forth in Selling Stockholder’s representation under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by or on behalf of the such Selling Stockholder expressly for use in the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only information so furnished by such Selling Stockholder before consists of the offering (excluding percentages and name of such Selling Stockholder, the number of offered shares of Stock that will be beneficially owned by and the address and other information with respect to such Selling Stockholder after the offering(excluding percentages) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear in the Pricing Disclosure Package in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such the representations and warranties set forth in this Section 4(e) apply only are limited in all respects to statements or omissions made in reliance upon and in conformity with information relating to such the Selling Stockholder Shareholder furnished to the Company in writing by or on behalf of the Selling Stockholder Shareholder expressly for use in the Registration Statement, the Pricing Disclosure Package, Package and the Prospectus and any amendment or supplement thereto; it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such the Selling Stockholder before the offering Shareholder consists only of (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offeringA) consists of the legal name, address and the number of shares of Stock, as applicable, owned by such the Selling Stockholder Shareholder, and (B) the other information (excluding percentages) with respect to the Selling Shareholder which appear appears in the table (and corresponding footnotes) under the caption “Principal and Selling StockholdersShareholders” in the Registration Statement, the any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Shareholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time Time, did not, and and, as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in the Selling Shareholder’s representation under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with any information relating to such the Selling Stockholder Shareholder furnished to the Company in writing by or on behalf of the Selling Stockholder Shareholder expressly for use in the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only information so furnished by such the Selling Stockholder before Shareholder to the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) Company consists of (i) the legal name, address and the number of shares Ordinary Shares of Stock, as applicable, the Company beneficially owned by such the Selling Stockholder Shareholder, before and after the offering, and (ii) the other information with respect to the Selling Shareholder which appear appears in the table (and corresponding footnotes) under the caption “Principal and Selling StockholdersShareholder” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholderinformation, the “Selling Stockholder Shareholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this Section 4(e) apply only to statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder furnished in writing by or on behalf of the such Selling Stockholder expressly for use in the Pricing Disclosure Package, the Prospectus or any other Issuer Free Writing Prospectus or any amendment or supplement thereto; it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such a Selling Stockholder before the offering consists only of (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offeringA) consists of the legal name, address and number of shares of Stock, as applicable, Common Stock owned by such Selling Stockholder, (B) the other information (excluding percentages) with respect to such Selling Stockholder which appear in the table (and corresponding footnotes) under the caption “Principal and selling stockholders” and (C) if applicable, the other information with respect to such Selling StockholdersStockholder under the caption “Management,” in each case, in the Registration Statement, the Preliminary ProspectusPricing Disclosure Package, the Prospectus or any other Issuer Free Writing Prospectus or amendment or supplement thereto (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The To the extent that any statements or omissions made in the Pricing Disclosure Package are made in reliance upon and in conformity with written information furnished to the Company by the Selling Stockholder expressly for use therein, it being understood and agreed that the only such information furnished by the Selling Stockholder consists of the Selling Stockholder Information, the Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations . The Underwriter, the Company and warranties set forth in this Section 4(e) apply only to statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder furnished in writing by or on behalf of the Selling Stockholder expressly agree that the “Selling Stockholder Information” consists solely of the information furnished by the Selling Stockholder for use in connection with the offering in the Registration Statement, the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only information so furnished by such Selling Stockholder before the offering (excluding percentages Package and the number Prospectus, which consists solely of shares of Stock that will be beneficially owned by such Selling Stockholder after (i) the offering) consists of the legal name, address and number of shares of Stock, as applicable, Common Stock owned by such the Selling Stockholder, before and after the offering, and (ii) the other information with respect to the Selling Stockholder which appear that appears in the table (and corresponding footnotes) under the caption “Selling StockholdersStockholder,” in each case, in the Registration Statement, the Preliminary ProspectusPricing Disclosure Package, the Prospectus or in any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”)Prospectus.

Pricing Disclosure Package. The Pricing Disclosure Package, at Package as of the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this Section 4(e) apply only the Company makes no representation or warranty with respect to any statements or omissions made in reliance upon and in conformity with (i) information relating to any Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in such Pricing Disclosure Package, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 9(c) hereof or (ii) information relating to any Selling Stockholder furnished to the Company in writing by or on behalf of the such Selling Stockholder expressly for use in the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such and on behalf of any Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear in the table (and corresponding footnotes) under the caption “Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”). No statement of material fact included in the Prospectus has been omitted from the Pricing Disclosure Package and no statement of material fact included in the Pricing Disclosure Package that is required to be included in the Prospectus has been omitted therefrom.

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations Selling Stockholder makes no representation and warranties set forth in this Section 4(e) apply only warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder any Underwriter furnished to the Company in writing by or on behalf of such Underwriter through the Selling Stockholder Representatives expressly for use in the such Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by any Underwriter consists of the information described as such in Section 9(c) hereof; provided, however, that such Selling Stockholder’s representation under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offeringincluding, but not limited to, information (i) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear in the table (and corresponding footnotes) set forth under the caption “Principal and Selling Stockholders” in the Registration Statement, Pricing Disclosure Package and (ii) set forth under the Preliminary Prospectus, caption “Management”) furnished to the Prospectus or any Issuer Free Writing Prospectus (Company in writing by such information with respect to each Selling Stockholder, the “Selling Stockholder Information”expressly for use in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations this representation and warranties set forth in warranty under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with information relating to such the Selling Stockholder Information (as defined below). The Underwriter, the Company, Xxxxxxxx Xxxx and the Selling Stockholder agree that “Selling Stockholder Information” consists solely of the information furnished in writing by or on behalf of the Selling Stockholder in writing expressly for use in connection with the Pricing Disclosure Packageoffering, it being understood and agreed that for purposes which solely consists of this Agreement(A) the name of the Selling Stockholder, the only information so furnished by such Selling Stockholder before the offering (excluding percentages and B) the number of shares of Stock that will be beneficially owned by such the Selling Stockholder after prior to the completion of this offering, (C) consists of the legal nameinformation set forth in the applicable footnote relating to the Selling Stockholder under the beneficial ownership table, address and (D) the number of shares of StockShares to be offered by the Selling Stockholder, in each case as applicable, owned by such Selling Stockholder which appear in the table (and corresponding footnotes) set forth under the caption “Principal and Selling Stockholders” ”, in each of the Pricing Disclosure Package (including any Pricing Disclosure Package that is subsequently amended), the Registration Statement, the Preliminary Prospectus, Statement and the Prospectus (or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”amendment or supplement thereto).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such Selling Stockholder’s representations and warranties set forth in under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with information furnished by such Selling Stockholder, to the Company, relating to such Selling Stockholder furnished in writing by or on behalf of the Selling Stockholder expressly for use in the such Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, Agreement the only information so furnished by such Selling Stockholder before consists of (i) the offering (excluding percentages legal name, address and the number of shares of Common Stock that will be beneficially owned by such Selling Stockholder after Stockholder, (ii) the offeringother information (excluding percentages) consists of the legal name, address and number of shares of Stock, as applicable, owned by with respect to such Selling Stockholder which appear in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement, the any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (including, in each case, any information about beneficial ownership, voting power and investment control of such shares) and (iii) the information with respect to each such Selling Stockholder (if any) which appears under the caption “Management” in the Registration Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (with respect to such Selling Stockholder, collectively, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this Section 4(e) apply only to statements or omissions made in reliance upon and in conformity with information relating furnished to such Selling Stockholder furnished the Company in writing by or on behalf of the Selling Stockholder expressly for use in the Pricing Disclosure PackagePreliminary Prospectus, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such Selling Stockholder before consists of (A) the offering legal name and address of such Selling Stockholder set forth in the footnote relating to such Selling Stockholder under the caption “Principal and selling shareholders”, (excluding percentages B) the biographical information with respect to any member of the Company’s board of directors nominated by such Selling Stockholder under the caption “Management” and (C) the number of ordinary shares of Stock that will be beneficially owned by such Selling Stockholder before and after the offeringoffering (excluding percentages) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear that appears in the table (and corresponding footnotes) under the caption “Selling StockholdersPrincipal and selling shareholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholdercollectively, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, be will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations the representation and warranties set forth warranty in this Section 4(e) apply only made by such Selling Stockholder, shall be limited solely to statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder furnished to the Company in writing by or on behalf of the such Selling Stockholder expressly for use in the Registration Statement, any Preliminary Prospectus, the Prospectus or any amendment or supplement thereto, any Issuer Free Writing Prospectus or the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only information so furnished by such Selling Stockholder before consists of the offering (excluding percentages and name of such Selling Stockholder, the number of shares of Stock that will be beneficially owned by such Selling Stockholder after offered Shares, the offering) consists of the legal name, address and number any other information of shares of Stock, as applicable, owned by such Selling Stockholder which appear appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus Statement (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of at the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this Section 4(e) apply only Selling Stockholder makes no representation or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder the Underwriter furnished to the Company in writing by or on behalf of the Selling Stockholder Underwriter expressly for use in the such Pricing Disclosure Package, it being understood and agreed that for purposes the only such information furnished by the Underwriter consists of the information described as such in Section 9(c) hereof, provided further that the provisions of this Agreementparagraph (e) only apply to the extent that any statements in or omissions from the Pricing Disclosure Package are made in reliance on and in conformity with written information relating to such Selling Stockholder specifically and expressly provided by such Selling Stockholder for use therein, it being further understood and agreed that the only such information so furnished by such Selling Stockholder before is the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number share ownership of shares of Stock, as applicable, owned by such Selling Stockholder which appear in the table (Registration Statement and corresponding footnotes) the Prospectus under the caption “Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information.”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such the Selling Shareholder’s representations and warranties set forth in pursuant to this Section 4(e) shall only apply only to statements any untrue statement of material fact or omissions omission to state a material fact made in reliance upon and in conformity with any information relating to such the Selling Stockholder Shareholder furnished to the Company in writing by or on behalf of the Selling Stockholder Shareholder expressly for use in the Pricing Disclosure Package, the Registration Statement and/or the Prospectus, it being understood and agreed that for purposes of this Agreement, the only information so furnished to the Company in writing by such or on behalf of the Selling Stockholder before Shareholder consists only of (i) the offering (excluding percentages legal name, address and the number of shares of Common Stock that will be beneficially owned by such the Selling Stockholder after Shareholder and (ii) the offeringother information (excluding percentages) consists of with respect to the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder Shareholder which appear appears in the table (and corresponding footnotes) under the caption “Selling StockholdersShareholder” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus Pricing Disclosure Package (such information with respect to each Selling Stockholdercollectively, the “Selling Stockholder Shareholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such the representations and warranties set forth in this Section section 4(e) apply only are limited in all respects to statements or omissions made in reliance upon and in conformity with information relating to such the Selling Stockholder furnished to the Company in writing by or on behalf of the Selling Stockholder expressly for use in the Registration Statement, the Pricing Disclosure Package, Package and the Prospectus and any amendment or supplement thereto; it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such the Selling Stockholder before consists only of (A) the offering (excluding percentages legal name, address and the number of shares of Common Stock that will be beneficially owned by such the Selling Stockholder after Stockholder, and (B) the offeringother information (excluding percentages) consists of with respect to the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement, the any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such Selling Stockholder's representations and warranties set forth in under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with information relating to such Selling Stockholder furnished in writing by or on behalf of the such Selling Stockholder in writing to the Company expressly for use in the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such Selling Stockholder before consists of (A) the offering (excluding percentages legal name, address and the number of shares of Common Stock that will be beneficially owned by such Selling Stockholder before and after the offering, (B) consists information regarding such Selling Stockholder's direct or indirect interest, or lack of any interest, in any transaction since the beginning of the legal nameCompany's last fiscal year, address or proposed transaction, in which the Company was or is to be a participant and number of shares of Stockthe amount involved exceeds $120,000, as applicable, owned by and (C) the other information with respect to such Selling Stockholder (excluding percentages) which appear in the table (and corresponding footnotes) under the caption “Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus "Principal and selling stockholders" (such information with respect to each Selling Stockholder, the “"Selling Stockholder Information”").

Pricing Disclosure Package. The Pricing Disclosure Package, Package at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided provided, however, that such representations and warranties set forth in Selling Stockholder’s representation under this Section 4(e4(h) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by or on behalf of the such Selling Stockholder expressly for use in the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by each Selling Stockholder consists of (A) the legal name and address of such Selling Stockholder before and the offering other information about such Selling Stockholder set forth in the footnote relating to such Selling Stockholder under the caption “Principal and Selling Stockholders” and (excluding percentages and B) the number of shares of Common Stock that will be beneficially owned by such Selling Stockholder before and after the offeringoffering (excluding percentages) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear that appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholdercollectively, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in the Selling Shareholder’s representation under this Section 4(e) shall only apply only to statements any such statement or omissions omission made in reliance upon and in conformity with information relating to such the Selling Stockholder Shareholder furnished to the Company in writing by or on behalf of the Selling Stockholder Shareholder expressly for use in the Pricing Disclosure Package, and any amendment or supplement thereto; it being understood and agreed that for purposes of this Agreement, the only such information so furnished by the Selling Shareholder consists of (A) the legal name and address of the Selling Shareholder and the other information about such Selling Stockholder before Shareholder set forth in the offering footnote relating to the Selling Shareholder under the caption “Principal and Selling Shareholders” and (excluding percentages and B) the number of shares of Stock that will be Common Shares beneficially owned by such Selling Stockholder Shareholder before and after the offeringoffering (excluding percentages) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear that appears in the table (and corresponding footnotes) under the caption “Principal and Selling StockholdersShareholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholdercollectively, the “Selling Stockholder Shareholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such the representations and warranties set forth in this Section 4(e) shall only apply only to statements or omissions made in reliance upon and in conformity with information relating to such the Selling Stockholder furnished to the Company in writing by by, or on behalf of of, the Selling Stockholder expressly for use in the Pricing Disclosure Package, Package (including any Pricing Disclosure Package that has been subsequently amended) (it being understood and agreed that for purposes such information solely consists only of this Agreement(A) the name of the Selling Stockholder, (B) the only information so furnished by such relating to the Selling Stockholder before the offering (excluding percentages and the number Stockholder’s holdings of shares of Stock that will be beneficially owned by such in the beneficial ownership table, (C) the information set forth in the applicable footnote relating to the Selling Stockholder after in the offeringbeneficial ownership table and (D) consists of the legal name, address and number of shares of StockShares to be offered by the Selling Stockholder, in each case as applicable, owned by such Selling Stockholder which appear in the table (and corresponding footnotes) set forth under the caption “Selling StockholdersStockholder” in the Registration Statement, the Preliminary Prospectus, Pricing Disclosure Package and the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholderinformation, the “Selling Stockholder Information”)) .

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in Selling Stockholder’s representation under this Section 4(e4(c) shall only apply only to statements any such statement or omissions omission made in reliance upon and in conformity with information relating to such the Selling Stockholder furnished to the Company in writing by or on behalf of the such Selling Stockholder expressly for use in the such Pricing Disclosure Package, it being understood and agreed that for purposes the only such information furnished by the Selling Stockholder consists of this Agreement(A) the legal name and address of the Selling Stockholder, the only information so furnished number and class of shares held by such the Selling Stockholder before the offering (excluding percentages and the number percentages of shares of Stock that will be beneficially owned by such voting power, and the other information about the Selling Stockholder after set forth in the offering) consists of footnote relating to the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear in under the table (and corresponding footnotes) under the caption “Principal and Selling StockholdersShareholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholdercollectively, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in Selling Stockholder’s representation under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by or on behalf of the such Selling Stockholder expressly for use in the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by each Selling Stockholder consists of (A) the legal name and address of such Selling Stockholder before and the offering other information about such Selling Stockholder set forth in the footnote relating to such Selling Stockholder under the caption “Principal and Selling Stockholders,” (excluding percentages and B) the number of shares of Stock that will be common stock beneficially owned by such Selling Stockholder before and after the offeringoffering (excluding percentages) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear that appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus and (such information C) with respect to each the Sponsor Selling StockholderStockholders, the information about such Sponsor Selling Stockholder under the caption “Summary—Principal Stockholders” (collectively, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that each such Selling Stockholder’s representations and warranties set forth in under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with information relating to furnished by such Selling Stockholder furnished in writing by or on behalf of the Selling Stockholder expressly for use in the Pricing Disclosure Package, Package (it being understood and agreed upon that for purposes of this Agreement, the only such information so furnished in writing by such any Selling Stockholder before consists of the offering (excluding percentages following information: its name, its address and the number of shares of Stock that will be beneficially owned by such Selling Stockholder before and after the offering) consists of offering contemplated hereby and the legal name, address and number of shares of Stock, as applicable, owned by other information with respect to such Selling Stockholder which appear (other than percentages) that appears in the table (and corresponding footnotes) footnotes under the caption “Principal and Selling Stockholders” in the contained Registration Statement, the Preliminary Prospectus, the Prospectus Statement or any Issuer Free Writing Prospectus amendment or supplement thereto (such information with respect to each Selling Stockholderinformation, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this Section 4(e) apply only Selling Stockholder makes no representation or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder any Underwriter furnished to the Company in writing by or on behalf of such Underwriter through the Selling Stockholder Representatives expressly for use in the such Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by any Underwriter consists of the information described as such in Section 9(c) hereof and provided further that the representations and warranties contained in this paragraph shall only apply to any statements or omissions made in reliance upon and in conformity with information furnished in writing to the Company by such Selling Stockholder before it being understood and agreed that the offering (excluding percentages and only information furnished in writing to the number of shares of Stock that will be beneficially owned Company by such Selling Stockholder after the offering) consists of the legal namename of such Selling Stockholder, the number of offered shares and the address and number of shares of Stock, as applicable, owned by other information with respect to such Selling Stockholder (excluding percentages) which appear in the Pricing Disclosure Package in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in Selling Stockholder’s representation under this Section 4(e) section shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon upon, and in conformity with with, information relating to such Selling Stockholder furnished to the Company in writing by or on behalf of the such Selling Stockholder expressly for use in the Pricing Disclosure PackagePackage (or any amendment or supplement thereto), it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such Selling Stockholder before is (i) the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number of shares of Stock, as applicable, Common Stock owned by such Selling Stockholder which appear before and after the offering, and (ii) the other information with respect to such Selling Stockholder that appears in the table (and corresponding footnotes) under the caption “Selling Stockholders,” in each case, in the Registration Statement, the Preliminary ProspectusPricing Disclosure Package, the Prospectus or in any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided provided, however, that such the Selling Stockholder’s representations and warranties set forth in under this Section 4(e) apply only are limited solely to statements or omissions made in reliance upon and in conformity with the information relating to such the Selling Stockholder furnished to the Company in writing by or on behalf of the Selling Stockholder expressly for use in the Pricing Disclosure PackagePackage and the Prospectus and any amendment or supplement thereto, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such the Selling Stockholder before consists of (i) the offering name of the Selling Stockholder, (excluding percentages and ii) the number of shares of Stock that will be beneficially owned by such the Selling Stockholder after prior to the completion of this offering, (iii) consists of the legal name, address information set forth in the applicable footnotes relating to the Selling Stockholder under the beneficial ownership table and (iv) the number of shares of StockShares to be offered by the Selling Stockholder, in each case as applicable, owned by such Selling Stockholder which appear set forth in the table (and corresponding footnotes) under the caption section entitled “Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, Pricing Disclosure Package and the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The To the extent that any statements or omissions made in the Pricing Disclosure Package are made in reliance upon and in conformity with written information furnished to the Company by the Selling Stockholder expressly for use therein, it being understood and agreed that the only such information furnished by the Selling Stockholder consists of the Selling Stockholder Information, the Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations . Each Underwriter, the Company and warranties set forth in this Section 4(e) apply only to statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder furnished in writing by or on behalf of the Selling Stockholder expressly agree that the “Selling Stockholder Information” consists solely of the information furnished by the Selling Stockholder for use in connection with the offering in the Registration Statement, the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only information so furnished by such Selling Stockholder before the offering (excluding percentages Package and the number Prospectus, which consists solely of shares of Stock that will be beneficially owned by such Selling Stockholder after (i) the offering) consists of the legal name, address and number of shares of Stock, as applicable, Common Stock owned by such the Selling Stockholder, before and after the offering, and (ii) the other information with respect to the Selling Stockholder which appear that appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders,” in each case, in the Registration Statement, the Preliminary ProspectusPricing Disclosure Package, the Prospectus or in any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”)Prospectus.

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in Selling Stockholder’s representation under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by or on behalf of the such Selling Stockholder expressly for use in the Pricing Disclosure PackagePackage or the Prospectus, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by the Selling Stockholder consists of (A) the legal name and address of such Selling Stockholder before and the offering other information about such Selling Stockholder set forth in the footnote relating to such Selling Stockholder under the caption “Selling Stockholder,” (excluding percentages and B) the number of shares of Stock that will be common stock beneficially owned by such Selling Stockholder before and after the offeringoffering (excluding percentages) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear that appears in the table (and corresponding footnotes) under the caption “Selling StockholdersStockholder” and (C) the information about such Selling Stockholder under the caption “Summary—Principal Stockholder” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholdercollectively, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided (i) that such Selling Stockholder’s representations and warranties set forth in under this Section 4(e) shall only apply only to statements any untrue statement of material fact or omissions omission to state a material fact made in reliance upon and in conformity with information furnished by such Selling Stockholder, in writing to the Company, relating to such Selling Stockholder furnished in writing by or on behalf of the Selling Stockholder expressly for use in the Pricing Disclosure Package, it being understood and agreed that for the purposes of this Agreement, the only information so furnished by such Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address address, and number of shares of Stock, as applicable, Common Stock owned by such Selling Stockholder before and after the offering and the other information with respect to such Selling Stockholder (excluding percentages) which appear in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”); and (ii) that such Selling Stockholder makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in such Pricing Disclosure Package, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 9(c) hereof; provided, however, that Section 4(e)(i) shall not apply to Management Selling Stockholders.

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this Section 4(e) apply , but only with respect to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with information furnished by such Selling Stockholder, in writing to the Company, relating to such Selling Stockholder furnished in writing by or on behalf of the Selling Stockholder expressly for use in the Pricing Disclosure Package, it being understood and agreed that for the purposes of this Agreement, the only information so furnished by such Selling Stockholder consists of the legal name, address and number of shares of Common Stock owned by such Selling Stockholder before the offering (excluding percentages and the number of shares of Common Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this Section 4(e) apply only to statements or omissions made in reliance upon and in conformity with information relating furnished to such Selling Stockholder furnished the Company in writing by or on behalf of the a Selling Stockholder expressly for use in the Pricing Disclosure PackagePreliminary Prospectus, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by each Selling Stockholder consists of (A) the legal name and address of such Selling Stockholder set forth in the footnote relating to such Selling Stockholder under the caption “Principal and Selling Stockholders” and (B) the number of shares of common stock owned by such Selling Stockholder before and after the offering (excluding percentages and the number of shares of Stock percentages) that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholdercollectively, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such the representations and warranties of such Selling Stockholder set forth in this Section 4(e) apply only are limited in all respects to statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder furnished to the Company in writing by or on behalf of the such Selling Stockholder expressly for use in the Pricing Disclosure Package, and any amendment or supplement thereto; it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such each the Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of (A) the legal name, address and the number and type of shares of Stock, as applicable, capital stock owned by the Selling Stockholder (including any information about beneficial ownership, voting power and investment control of such shares) before the offering, and (B) the other information (excluding percentages) with respect to the Selling Stockholder which appear appears in the table (and corresponding footnotes) under the caption “Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this Section 4(e) apply only Selling Stockholder makes no representation or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder any Underwriter furnished to the Company in writing by or on behalf of such Underwriter through the Selling Stockholder Representative expressly for use in the such Pricing Disclosure Package, it being understood and agreed that for purposes the only such information furnished by any Underwriter consists of the information described as such in Section 9(c) hereof and provided further that the representations and warranties contained in this Agreementparagraph shall only apply to any statements or omissions made in reliance upon and in conformity with information furnished in writing to the Company by such Selling Stockholder, it being understood and agreed that the only information so furnished in writing to the Company by such Selling Stockholder consists of (A) the legal name and address of such Selling Stockholder and the other information about such Selling Stockholder set forth in the footnote relating to such Selling Stockholder under the caption “Selling Stockholder,” and (B) the number of shares of common stock beneficially owned by such Selling Stockholder before the offering (excluding percentages and the number of shares of Stock percentages) that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear appears in the table (and corresponding footnotes) under the caption “Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholdercollectively, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in with respect to Rysaffe Trustee Company (C.I.) Limited as trustee of The Oakville Number 2 Trust (“Oakville”), Oakville’s representation under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with information relating to such any Selling Stockholder Information (as defined below). Each Underwriter, the Company, Xxxxxxxx Xxxx and Oakville agree that “Selling Stockholder Information” with respect to Oakville consists solely of the information furnished in writing by or on behalf of the such Selling Stockholder in writing expressly for use in connection with the Pricing Disclosure Packageoffering, it being understood and agreed that for purposes which solely consists of this Agreement, (A) the only information so furnished by name of such Selling Stockholder before the offering Stockholder, (excluding percentages and B) the number of shares of Stock that will be beneficially owned by such Selling Stockholder after prior to the completion of this offering, (C) consists of the legal nameinformation set forth in the applicable footnote relating to such Selling Stockholder under the beneficial ownership table, address and (D) the number of shares of Stock, as applicable, owned Shares to be offered by such Selling Stockholder which appear Stockholder, in the table (and corresponding footnotes) each case as set forth under the caption “Principal and Selling Stockholders” ”, in each of the Pricing Disclosure Package (including any Pricing Disclosure Package that is subsequently amended), the Registration Statement, the Preliminary Prospectus, Statement and the Prospectus (or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”amendment or supplement thereto).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such Selling Stockholder’s representations and warranties set forth in under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with any information relating furnished to such Selling Stockholder furnished the Company in writing by or on behalf of the such Selling Stockholder expressly for use in the Pricing Disclosure Package, taking into account any written updates to such information provided by such Selling Stockholder, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by or on behalf of any such Selling Stockholder consists of (A) the legal name and address of such Selling Stockholder set forth in the Selling Stockholder’s respective footnote that appears under the caption “Principal and selling stockholders,” (B) the number of shares of Common Stock owned by such Selling Stockholder before and after the offering (excluding percentages and the number of shares of Stock percentages) that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear appears in the table (and corresponding footnotes) under the caption “Principal and selling stockholders” and (C) if such Selling StockholdersStockholder is an executive officer, key employee or director of the Company, the biographical information with respect to such Selling Stockholder that appears under the caption “Management—Executive Officers, Key Employees and Directors” in the Registration Statement, the Preliminary Prospectus, Prospectus and the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, collectively, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in Selling Stockholder’s representation under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by or on behalf of the such Selling Stockholder expressly for use in the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by the Selling Stockholder consists of (A) the legal name and address of such Selling Stockholder before and the offering other information about such Selling Stockholder set forth in the footnote relating to such Selling Stockholder under the caption “Principal and Selling Stockholders,” (excluding percentages and B) the number of shares of Stock that will be common stock beneficially owned by such Selling Stockholder before and after the offeringoffering (excluding percentages) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear that appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in and (C) the Registration Statement, information about such Selling Stockholder under the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus caption “Summary—Principal Stockholders” (such information with respect to each Selling Stockholdercollectively, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such the representations and warranties set forth in this Section 4(e) apply only are limited in all respects to statements or omissions made in reliance upon and in conformity with information relating to such the Selling Stockholder furnished to the Company in writing by or on behalf of the Selling Stockholder expressly for use in the Registration Statement, the Pricing Disclosure PackagePackage and the Prospectus, and any amendment or supplement thereto; it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such the Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of (A) the legal name, address and the number and type of shares of Stock, as applicable, capital stock owned by such Selling Stockholder (including any information about beneficial ownership, voting power and investment control of such shares) before and after the offering, (B) the other information (excluding percentages) with respect to the Selling Stockholder which appear appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus and (C) the information relating to the Company’s controlling stockholder in the Registration Statement, any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such the representations and warranties set forth in this Section 4(e) shall only apply only to statements or omissions made in reliance upon and in conformity with information relating to such the Selling Stockholder furnished to the Company in writing by by, or on behalf of of, the Selling Stockholder expressly for use in the Pricing Disclosure Package, Package (including any Pricing Disclosure Package that has been subsequently amended) (it being understood and agreed that for purposes such information solely consists only of this Agreement(A) the name of the Selling Stockholder, (B) the only information so furnished by such relating to the Selling Stockholder before the offering (excluding percentages and the number Stockholder’s holdings of shares of Stock that will be beneficially owned by such in the beneficial ownership table, (C) the information set forth in the applicable footnote relating to the Selling Stockholder after in the offeringbeneficial ownership table and (D) consists of the legal name, address and number of shares of StockShares to be offered by the Selling Stockholder, in each case as applicable, owned by such Selling Stockholder which appear in the table (and corresponding footnotes) set forth under the caption “Selling StockholdersStockholder” in the Registration Statement, the Preliminary Prospectus, Pricing Disclosure Package and the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholderinformation, the “Selling Stockholder Information”)) .

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this Section 4(e) apply , but only with respect to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with information furnished by such Selling Stockholder, in writing to the Company, relating to such Selling Stockholder furnished in writing by or on behalf of the Selling Stockholder expressly for use in the Pricing Disclosure Package, it being understood and agreed that for the purposes of this Agreement, the only information so furnished by such Selling Stockhold- er consists of the legal name, address and number of shares of Common Stock owned by such Selling Stockholder before the offering (excluding percentages and the number of shares of Common Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such the Selling Shareholder’s representations and warranties set forth in under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with information relating to such the Selling Stockholder Shareholder furnished to the Company in writing by or on behalf of the Selling Stockholder Shareholder expressly for use in the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such the Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) Shareholder consists of (i) the legal name, address and the number of ordinary shares of Stock, as applicable, the Company beneficially owned by such the Selling Stockholder Shareholder, before and after the offering, and (ii) the other information with respect to the Selling Shareholder which appear appears in the table (and corresponding footnotes) under the caption “Principal and Selling StockholdersShareholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholderinformation, the “Selling Stockholder Shareholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such the representations and warranties set forth in this Section 4(e) apply only are limited solely to those statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder furnished in writing by or on behalf of the Selling Stockholder expressly for use in the Pricing Disclosure Package, it being understood and agreed that for purposes of this AgreementInformation (as defined below) furnished by such Selling Stockholder. Each Underwriter, the only Company and each Selling Stockholder agree that the “Selling Stockholder Information” consists solely of the information so furnished by such Selling Stockholder before for use in connection with the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear in the table (and corresponding footnotes) under the caption “Selling Stockholders” in the Registration Statement, the Preliminary Pricing Disclosure Package and the Prospectus, which solely consists of (i) the Prospectus name and address of such Selling Stockholder, (ii) the number of shares of Class A Common Stock and Class B Common Stock owned before and after the offering, the number of Shares proposed to be offered, (iii) the information set forth in the applicable footnote relating to such Selling Stockholder under the beneficial ownership table and (iv) any biographical information, if any, furnished under the caption “Management” by such Selling Stockholder or any Issuer Free Writing Prospectus persons employed by or affiliated with such Selling Stockholder (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this Section 4(e) apply only to statements or omissions made in reliance upon and in conformity with information relating furnished to such Selling Stockholder furnished the Company in writing by or on behalf of the Selling Stockholder expressly for use in the such Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such Selling Stockholder before consists of (A) the offering legal name and address of such Selling Stockholder set forth in the footnote relating to such Selling Stockholder under the caption “Principal and Selling Shareholders” and (excluding percentages and B) the number of ordinary shares of Stock that will be beneficially owned by such Selling Stockholder before and after the offeringoffering (excluding percentages) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear that appears in the table (and corresponding footnotes) under the caption “Principal and Selling StockholdersShareholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholdercollectively, the “Selling Stockholder Information”).

Pricing Disclosure Package. The information specifically relating to such Selling Shareholder contained in the Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in Selling Shareholder representation under this Section 4(eclause (c) shall only apply only to statements any such statement or omissions omission made in reliance upon and in conformity with information specifically relating to such Selling Stockholder Shareholder furnished to the Company in writing by or on behalf of the such Selling Stockholder Shareholder expressly for use in the Pricing Disclosure Package, and any amendment or supplement thereto, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such Selling Stockholder Shareholder consists of (A) the legal name and address of such Selling Shareholder and the other information about such Selling Shareholder set forth in the footnote relating to Selling Shareholder under the caption “Principal and Selling Shareholders” and (B) the number of common shares beneficially owned by Selling Shareholder before and after the offering (excluding percentages and the number of shares of Stock percentages) that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear appears in the table (and corresponding footnotes) under the caption “Principal and Selling StockholdersShareholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholdercollectively, the “Selling Stockholder Shareholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this Section 4(e) apply only to statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder furnished in writing by or on behalf of the Selling Stockholder Shareholder expressly for use in the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only information so furnished by such Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear in the table (and corresponding footnotes) under the caption “Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this Section 4(e) apply , but only with respect to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with information furnished by such Selling Stockholder, in writing to the Company, relating to such Selling Stockholder furnished in writing by or on behalf of the Selling Stockholder expressly for use in the Pricing Disclosure Package, it being understood and agreed that for the purposes of this Agreement, the only information so furnished by such Selling Stockholder consists of the legal name, address and number of shares of Common Stock, Preferred Stock and/or Warrants, as applicable, owned by such Selling Stockholder before the offering (excluding percentages and the number of shares of Common Stock and Preferred Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this Section 4(e) apply only to statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder furnished in writing by or on behalf of the Selling Stockholder expressly for use in the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only information so furnished by such Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offeringoffering and the Concurrent Share Repurchase) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear in the table (and corresponding footnotes) under the caption “Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided provided, however that such representations and warranties set forth in Selling Stockholder’s representation under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by or on behalf of the such Selling Stockholder expressly for use in the Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed that for the purposes of this Agreement, the only such information so furnished by for such Selling Stockholder before the offering consists only of (excluding percentages and the number of shares of Stock that will be beneficially owned by A) such Selling Stockholder after the offering) consists of the Stockholder’s legal name, address and number of shares of Stock, as applicable, Common Stock beneficially owned by such Selling Stockholder before the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear in the table (and corresponding footnotes) under the caption “Principal and Selling StockholdersShareholders” in the Registration Statement, the Preliminary Prospectus, Pricing Disclosure Package or the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided provided, however, that such Selling Stockholder’s representations and warranties set forth in under this Section 4(e) apply only are limited solely to statements or omissions made the Selling Stockholder Information (as defined below). The Underwriter, the Company and each Selling Stockholder agree that “Selling Stockholder Information” consists solely of the information furnished by such Selling Stockholder for use in reliance upon and connection with the offering, which solely consists of (A) the name of such Selling Stockholder, (B) the number of shares of Common Stock owned by such Selling Stockholder prior to the completion of this offering, (C) the information set forth in conformity with information the applicable footnote relating to such Selling Stockholder furnished in writing by or on behalf under the beneficial ownership table and (D) the number of the Selling Stockholder expressly for use in the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only information so furnished Shares to be offered by such Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal nameStockholder, address and number of shares of Stock, in each case as applicable, owned by such Selling Stockholder which appear in the table (and corresponding footnotes) set forth under the caption “Selling Stockholders” ”, in each of the Pricing Disclosure Package (including any Pricing Disclosure Package that is subsequently amended), the Registration Statement, the Preliminary Prospectus, Statement and the Prospectus (or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”amendment or supplement thereto).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time Time, did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations Selling Stockholder’s representation and warranties set forth in warranty under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with information relating to such Selling Stockholder furnished in writing by or on behalf of the such Selling Stockholder in writing to the Company expressly for use in the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such Selling Stockholder before consists only of (A) the offering (excluding percentages legal name, address and the number of shares of Common Stock that will be beneficially owned by such Selling Stockholder before and after the offering, (B) consists information regarding such Selling Stockholder’s direct or indirect interest, or lack of any interest, in any transaction since the beginning of the legal nameCompany’s last fiscal year, address or proposed transaction, in which the Company was or is to be a participant and number of shares of Stockthe amount involved exceeds $120,000, as applicable, owned by and (C) the other information (excluding percentages) with respect to such Selling Stockholder which appear in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement, the any Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date [and as of the Additional Closing Date, as the case may be, ,] will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided provided, however that such representations and warranties set forth in Selling Stockholder’s representation under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by or on behalf of the such Selling Stockholder expressly for use in the Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed that for the purposes of this Agreement, the only such information so furnished by for such Selling Stockholder before the offering consists only of (excluding percentages and the number of shares of Stock that will be beneficially owned by A) such Selling Stockholder after the offering) consists of the Stockholder’s legal name, address and number of shares of Stock, as applicable, Common Stock beneficially owned by such Selling Stockholder before the offering contemplated hereby and (B) the other information with respect to such Selling Stockholder (excluding percentages) which appear in the table (and corresponding footnotes) under the caption “Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, Pricing Disclosure Package or the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in with respect to Dxxxxxx-Xxxxxxx, Dxxxxxx-Xxxxxxx’x representation under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with information relating to such any Selling Stockholder Information (as defined below). Each Underwriter, the Company, Hxxxxxxx Xxxx and Dxxxxxx-Xxxxxxx agree that “Selling Stockholder Information” with respect to Dxxxxxx-Xxxxxxx consists solely of the information furnished in writing by or on behalf of the such Selling Stockholder in writing expressly for use in connection with the Pricing Disclosure Packageoffering, it being understood and agreed that for purposes which solely consists of this Agreement, (A) the only information so furnished by name of such Selling Stockholder before the offering Stockholder, (excluding percentages and B) the number of shares of Stock that will be beneficially owned by such Selling Stockholder after prior to the completion of this offering, (C) consists of the legal nameinformation set forth in the applicable footnote relating to such Selling Stockholder under the beneficial ownership table, address and (D) the number of shares of Stock, as applicable, owned Shares to be offered by such Selling Stockholder which appear Stockholder, in the table (and corresponding footnotes) each case as set forth under the caption “Principal and Selling Stockholders” ”, in each of the Pricing Disclosure Package (including any Pricing Disclosure Package that is subsequently amended), the Registration Statement, the Preliminary Prospectus, Statement and the Prospectus (or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”amendment or supplement thereto).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of at the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this Section 4(e) apply only the Selling Stockholder makes no representation or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder any Underwriter furnished to the Company in writing by or on behalf of such Underwriter through the Selling Stockholder Representatives expressly for use in the such Pricing Disclosure Package, it being understood and agreed that for purposes the only such information furnished by any Underwriter consists of the information described as such in Section 9(c) hereof, provided further that the provisions of this Agreement, paragraph (e) only apply to the only extent that any statements in or omissions from the Pricing Disclosure Package are made in reliance on and in conformity with written information so furnished by relating to such Selling Stockholder before specifically and expressly provided by the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after for use therein, it being further understood and agreed that the offering) consists of only such information furnished by the legal Selling Stockholder is the name, address and number share ownership of shares of Stock, as applicable, owned by such Selling Stockholder which appear in the table (Registration Statement and corresponding footnotes) the Prospectus under the caption “Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each “Selling Stockholder, the “Selling Stockholder Information.”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that . Notwithstanding anything to the contrary, with respect to such representations and warranties set forth in this Section 4(e) apply Selling Stockholder, the preceding sentence applies only to statements in, or omissions made from, the Pricing Disclosure Package that are based upon information furnished in reliance upon and in conformity with information relating writing to the Company by such Selling Stockholder furnished in writing by or on behalf of the Selling Stockholder expressly specifically for use in the Pricing Disclosure Packagetherein, it being understood and agreed that for purposes of this Agreement, the only information so furnished by such Selling Stockholder before consists solely (A) the offering legal name and address of such Selling Stockholder set forth in the table and all information with respect to such Selling Stockholder set forth in the related footnotes that appears under the caption “Selling Shareholders”, (excluding percentages and B) the number of shares of Stock that will Shares to be beneficially owned offered by such Selling Stockholder after the offering) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear that appears in the table (and corresponding footnotes) under the caption “Selling Stockholders” Shareholders”, and (C) the number of shares of common stock and warrants owned by such Selling Stockholder before and after the offering that appears in the Registration Statementtable (and corresponding footnotes) under the caption “Selling Shareholders”, in each case, in the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus Pricing Disclosure Package (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided provided, however, that each such Selling Stockholder’s representations and warranties set forth in under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with information relating to such Selling Stockholder furnished in writing by or on behalf of the Selling Stockholder expressly for use in the Pricing Disclosure Package, it being understood and agreed that for purposes of this AgreementInformation (as defined below) furnished by such Selling Stockholder. Each Underwriter, the only Company and each Selling Stockholder agree that the “Selling Stockholder Information” consists solely of the information so furnished by such Selling Stockholder before for use in connection with the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear in the table (and corresponding footnotes) under the caption “Selling Stockholders” in the Registration Statement, the Preliminary Pricing Disclosure Package and the Prospectus, which solely consists of (i) the Prospectus name and address of such Selling Stockholder, (ii) the number of shares of Common Stock of the Company owned before and after the offering, (iii) the number of Shares proposed to be offered by such Selling Stockholder, (iv) the information set forth in the applicable footnote relating to such Selling Stockholder under the beneficial ownership table and (v) any biographical information, if any, furnished under the caption “Management” by such Selling Stockholder or any Issuer Free Writing Prospectus persons employed by or affiliated with such Selling Stockholder (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The To the extent that any statements or omissions made in the Pricing Disclosure Package are made in reliance upon and in conformity with written information furnished to the Company by such Selling Stockholder expressly for use therein, it being understood and agreed that the only such information furnished by such Selling Stockholder consists of the Selling Stockholder Information, the Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided . The Underwriter, the Company and each Selling Stockholder agree that such representations and warranties set forth in this Section 4(e) apply only to statements or omissions made in reliance upon and in conformity the “Selling Stockholder Information” with information relating respect to such Selling Stockholder furnished in writing by or on behalf consists solely of the Selling Stockholder expressly for use in the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only information so furnished by such Selling Stockholder before for use in connection with the offering (excluding percentages in the Registration Statement, the Pricing Disclosure Package and the number Prospectus, which consists solely of shares of Stock that will be beneficially owned by such Selling Stockholder after (i) the offering) consists of the legal name, address and number of shares of Stock, as applicable, Common Stock owned by such Selling Stockholder, before and after the offering, and (ii) the other information with respect to such Selling Stockholder which appear that appears in the table (and corresponding footnotes) under the caption “Selling Stockholders,” in each case, in the Registration Statement, the Preliminary ProspectusPricing Disclosure Package, the Prospectus or in any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”)Prospectus.

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this representation under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with information relating to such any Selling Stockholder Information (as defined below). The Underwriter, the Company, Xxxxxxxx Xxxx and the Selling Stockholder agree that “Selling Stockholder Information” consists solely of the information furnished in writing by or on behalf of the applicable Selling Stockholder in writing expressly for use in connection with the Pricing Disclosure Packageoffering, it being understood and agreed that for purposes which solely consists of this Agreement, (A) the only information so furnished by name of such Selling Stockholder before the offering Stockholder, (excluding percentages and B) the number of shares of Stock that will be beneficially owned by such Selling Stockholder after prior to the completion of this offering, (C) consists of the legal nameinformation set forth in the applicable footnote relating to such Selling Stockholder under the beneficial ownership table, address and (D) the number of shares of Stock, as applicable, owned Shares to be offered by such Selling Stockholder which appear Stockholder, in the table (and corresponding footnotes) each case as set forth under the caption “Principal and Selling Stockholders” ”, in each of the Pricing Disclosure Package (including any Pricing Disclosure Package that is subsequently amended), the Registration Statement, the Preliminary Prospectus, Statement and the Prospectus (or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”amendment or supplement thereto).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of at the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this Section 4(e) apply only Selling Stockholder makes no representation or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder the Underwriter furnished to the Company in writing by or on behalf of the Selling Stockholder Underwriter expressly for use in the such Pricing Disclosure Package, it being understood and agreed that for purposes the only such information furnished by the Underwriter consists of the information described as such in Section 9(c) hereof, provided further that the provisions of this Agreementparagraph (e) only apply to the extent that any statements in or omissions from the Pricing Disclosure Package are made in reliance on and in conformity with written information relating to such Selling Stockholder specifically and expressly provided by such Selling Stockholder for use therein, it being further understood and agreed that the only such information so furnished by such Selling Stockholder before is the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number share ownership of shares of Stock, as applicable, owned by such Selling Stockholder which appear in the table (Registration Statement and corresponding footnotes) the Prospectus under the caption “Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information.”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of at the Closing Date and as of the any Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such the representations and warranties set forth in this Section 4(e) subsection apply only to statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder furnished in writing by or on behalf of the such Selling Stockholder expressly for use in the Registration Statement, the Pricing Disclosure PackagePackage and the Prospectus and any amendment or supplement thereto, it being understood and agreed upon that for purposes of this Agreement, the only such information so furnished by a Selling Stockholder consists of the information with respect to such Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear in the table (and corresponding footnotes) set forth under the caption “Selling StockholdersPrincipal and selling stockholders” and biographical information for Xxxxx Xxxxx and Xxxxx Xxxx under the caption “Management—Executive officers and directors” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder’s information, the “Selling Stockholder Stockholder’s Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such Selling Stockholder's representations and warranties set forth in under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with information relating to such Selling Stockholder furnished in writing by or on behalf of the such Selling Stockholder in writing to the Company expressly for use in the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such Selling Stockholder before consists of (A) the offering (excluding percentages legal name, address and the number of shares of Common Stock that will be beneficially owned by such Selling Stockholder before and after the offering, (B) consists information regarding such Selling Stockholder's direct or indirect interest, or lack of any interest, in any transaction since the beginning of the legal nameCompany's last fiscal year, address or proposed transaction, in which the Company was or is to be a participant and number of shares of Stockthe amount involved exceeds $120,000, as applicable, owned by and (C) the other information with respect to such Selling Stockholder (excluding percentages) which appear in the table (and corresponding footnotes) under the caption “Selling StockholdersPrincipal and selling stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this Section 4(e) apply only the Selling Shareholder makes no representation or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company by such Underwriter expressly for use in such Pricing Disclosure Package, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 9(c) hereof; and provided further, however, that the Selling Shareholder’s representation under this Section 4(e) shall only apply to any untrue statement of a material fact or omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder Shareholder furnished in writing to the Company by or on behalf of the Selling Stockholder Shareholder expressly for use in the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such the Selling Stockholder before Shareholder consists of (i) the offering (excluding percentages legal name, address and the number of shares of Stock that will be beneficially owned by such the Selling Stockholder Shareholder before and after the offering) consists offering and sale of the legal name, address Shares and number of shares of Stock, as applicable, owned by such (ii) the other information with respect to the Selling Stockholder Shareholder (excluding percentages) which appear in the table (and corresponding footnotes) under the caption “Selling StockholdersShareholders” in the Registration Statement, Preliminary Prospectus included in the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus Pricing Disclosure Package (such information with respect to each Selling Stockholder, the “Selling Stockholder Shareholder Information”).

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that such representations and warranties set forth in this Section 4(e) apply only to statements or omissions made in reliance upon and in conformity with information relating furnished to such Selling Stockholder furnished the Company in writing by or on behalf of the Selling Stockholder expressly for use in the such Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such the Selling Stockholder before consists of (A) the offering legal name and address of the Selling Stockholder set forth in the footnote relating to the Selling Stockholder under the caption “Selling Stockholder” in the Base Prospectus and (excluding percentages and B) the number of shares of Common Stock that will be beneficially of the Company owned by such the Selling Stockholder before and after the offeringoffering (excluding percentages) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear that appears in the table (and corresponding footnotes) under the caption “Selling StockholdersStockholder” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Base Prospectus (such information with respect to each Selling Stockholdercollectively, the “Selling Stockholder Information”).

Pricing Disclosure Package. The All information furnished by or on behalf of such Selling Stockholder in writing expressly for use in the Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, it being understood and agreed that the only such information furnished by or on behalf of any Selling Stockholder consists of the name and address of such Selling Stockholder and the number of Shares held by such Selling Stockholder before and after the offering under the caption “Selling Stockholders” in the Pricing Disclosure Package, including such information set out in the footnote to the table therein related to such Selling Stockholder, and the biography of any director affiliated with such Selling Stockholder as set out under the caption “Directors and Executive Officers” in the Company’s Definitive Proxy Statement on Schedule 14A, dated April 15, 2016, incorporated by reference into the Registration Statement, the Pricing Disclosure Package and the Prospectus (the “Selling Stockholder Information”); provided that such representations and warranties set forth in this Section 4(e) apply only Selling Stockholder makes no representation or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to such Selling Stockholder any Underwriter furnished to the Company in writing by or on behalf of such Underwriter through the Selling Stockholder Representative expressly for use in the such Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by such Selling Stockholder before the offering (excluding percentages and the number of shares of Stock that will be beneficially owned by such Selling Stockholder after the offering) any Underwriter consists of the legal name, address and number of shares of Stock, information described as applicable, owned by such Selling Stockholder which appear in the table (and corresponding footnotesSection 9(c) under the caption “Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholder, the “Selling Stockholder Information”)hereof.

Pricing Disclosure Package. The Pricing Disclosure Package, at the Applicable Time did not, and as of the Closing Date and as of the Additional Closing Date, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided provided, however, that such representations and warranties set forth in Selling Stockholder’s representation under this Section 4(e) shall only apply only to statements any untrue statement of a material fact or omissions omission to state a material fact made in reliance upon and in conformity with any information relating to such Selling Stockholder furnished to the Company in writing by or on behalf of the such Selling Stockholder expressly for use in the Pricing Disclosure Package, it being understood and agreed that for purposes of this Agreement, the only such information so furnished by each Selling Stockholder consists of (A) the legal name and address of such Selling Stockholder before and the offering other information about such Selling Stockholder set forth in the footnote relating to such Selling Stockholder under the caption “Principal and Selling Stockholders” and (excluding percentages and B) the number of shares of Stock that will be common stock beneficially owned by such Selling Stockholder before and after the offeringoffering (excluding percentages) consists of the legal name, address and number of shares of Stock, as applicable, owned by such Selling Stockholder which appear that appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” in the Registration Statement, the Preliminary Prospectus, the Prospectus or any Issuer Free Writing Prospectus (such information with respect to each Selling Stockholdercollectively, the “Selling Stockholder Information”).