Common use of Purchase of the Stock by the International Managers Clause in Contracts

Purchase of the Stock by the International Managers. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Company agrees to sell _________ shares of the Firm Stock to the several International Managers and each of the International Managers, severally and not jointly, agrees to purchase the number of shares of the Firm Stock set opposite that International Manager's name in Schedule 1 hereto. Each International Manager shall be obligated to purchase form the Company that number of shares of the Firm Stock which represents the same proportion of the number of shares of the Firm Stock to be sold by the Company as the number of shares of the Firm Stock set forth opposite the name of such International Manager in Schedule 1 represents of the total number of shares of the Firm Stock to be purchased by all of the International Managers pursuant to this Agreement. The respective purchase obligations of the International Managers with respect to the Firm Stock shall be rounded among the International Managers to avoid fractional shares, as the Lead Managers may determine. In addition, the Company grants to the International Managers an option to purchase up to _________ shares of Option Stock. Such option is granted solely for the purpose of covering over-allotments in the sale of Firm Stock and is exercisable as provided in Section 4 hereof. Shares of Option Stock shall be purchased severally for the account of the International Managers in proportion to the number of shares of Firm Stock set opposite the name of such International Managers in Schedule 1 hereto. The respective obligations of each International Manager with respect to the Option Stock shall be adjusted by the Lead Managers so that commitments to purchase Option Stock shall be proportionate to such International Manager's initial commitment as provided in Schedule 1. Such respective purchase obligations with respect to the Option Stock shall be rounded among the International Managers to avoid fractional shares, as the Lead Managers may determine. The price of both the Firm Stock and any Option Stock shall be $_____ per share.

Purchase of the Stock by the International Managers. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Company agrees to sell _________ 700,000 shares of International Firm Stock and each Selling Stockholder, severally and not jointly, agrees to sell the number of shares of the International Firm Stock set forth opposite its name in Schedule 2 hereto to the several International Managers and each of the International Managers, severally and not jointly, agrees to purchase the number of shares of the International Firm Stock set opposite that International Manager's name in Schedule 1 hereto. Each International Manager shall be obligated to purchase form from the Company and from each Selling Stockholder that number of shares of the International Firm Stock which represents the same proportion of the number of shares of the International Firm Stock to be sold by the Company and each Selling Stockholder as the number of shares of the International Firm Stock set forth opposite the name of such International Manager in Schedule 1 represents of the total number of shares of the International Firm Stock to be purchased by all of the International Managers pursuant to this Agreement. The respective purchase obligations of the International Managers with respect to the International Firm Stock shall be rounded among the International Managers to avoid fractional shares, as the Lead Managers may determine. In addition, the Company grants to the International Managers an option to purchase up to _________ shares of purchase, in whole or in part, the International Option Stock. Such option is granted solely for the purpose of covering over-allotments in the sale of International Firm Stock and is exercisable as provided in Section 4 5 hereof. Shares of International Option Stock shall be purchased severally for the account of the International Managers in proportion to the number of shares of International Firm Stock set opposite the name of such International Managers in Schedule 1 hereto. The respective purchase obligations of each International Manager with respect to the International Option Stock shall be adjusted by the Lead Managers so that commitments no International Manager shall be obligated to purchase International Option Stock shall be proportionate to such International Manager's initial commitment as provided other than in Schedule 1. Such respective purchase obligations with respect to the Option Stock shall be rounded among the International Managers to avoid fractional shares, as the Lead Managers may determine100 share amounts. The price of both the International Firm Stock and any International Option Stock shall be $[_____ ] per share. The Company and the Selling Stockholders shall not be obligated to deliver any of the Stock to be delivered on any Delivery Date (as hereinafter defined), as the case may be, except upon payment for all the Stock to be purchased on such Delivery Date as provided herein and in the U.S. Underwriting Agreement.

Purchase of the Stock by the International Managers. (a) On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreementherein set forth, the Company agrees to issue and sell _________ 686,800 shares of the Firm Underwritten Stock to the several International Managers and each of the International Managers, severally and not jointly, each Selling Securityholder agrees to purchase sell to the several International Managers the number of shares of the Firm Underwritten Stock set forth in Schedule II opposite that the name of such Selling Securityholder, and each of the International Manager's Managers agrees to purchase from the Company and the Selling Securityholders the respective aggregate number of shares of Underwritten Stock set forth opposite its name in Schedule 1 heretoI. The price at which such shares of Underwritten Stock shall be sold by the Company and the Selling Securityholders and purchased by the several International Managers shall be $___ per share. Each The obligation of each International Manager to the Company and each of the Selling Securityholders shall be obligated to purchase form from the Company and the Selling Securityholders that number of shares of the Firm Underwritten Stock which represents the same proportion of the total number of shares of the Firm Underwritten Stock to be sold by each of the Company and the Selling Securityholders pursuant to this Agreement as the number of shares of the Firm Underwritten Stock set forth opposite the name of such International Manager in Schedule 1 I hereto represents of the total number of shares of the Firm Underwritten Stock to be purchased by all of the International Managers pursuant to this Agreement. The respective purchase obligations of the International Managers with respect to the Firm Stock shall be rounded among the International Managers , as adjusted by you in such manner as you deem advisable to avoid fractional shares, as the Lead Managers may determine. In additionmaking this Agreement, the Company grants to the each International Managers an option to purchase up to _________ shares of Option Stock. Such option Manager is granted solely for the purpose of covering over-allotments in the sale of Firm Stock contracting severally and is exercisable not jointly; except as provided in paragraphs (b) and (c) of this Section 4 hereof. Shares 2, the agreement of Option Stock shall be purchased severally for each International Manager is to purchase only the account of the International Managers in proportion to the respective number of shares of Firm the Underwritten Stock set opposite the name of such International Managers specified in Schedule 1 hereto. The respective obligations of each International Manager with respect to the Option Stock shall be adjusted by the Lead Managers so that commitments to purchase Option Stock shall be proportionate to such International Manager's initial commitment as provided in Schedule 1. Such respective purchase obligations with respect to the Option Stock shall be rounded among the International Managers to avoid fractional shares, as the Lead Managers may determine. The price of both the Firm Stock and any Option Stock shall be $_____ per share.I.

Purchase of the Stock by the International Managers. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Company each Participating Selling Stockholder, severally and not jointly, agrees to sell _________ the number of shares of the Firm Stock set opposite its name in Schedule 2 hereto to the several International Managers Managers, and each of the International Managers, severally and not jointly, agrees to purchase from each Participating Selling Stockholder, at a purchase price of 96.5% of the price to the public thereof, the number of shares of the Firm Stock set opposite that International Manager's name in Schedule 1 hereto. Each International Manager shall be obligated to purchase form the Company from each Participating Selling Stockholder that number of shares of the Firm Stock which represents the same proportion of the number of shares of the Firm Stock to be sold by the Company each Participating Selling Stockholder as the number of shares of the Firm Stock set forth opposite the name of such International Manager in Schedule 1 represents of the total number of shares of the Firm Stock to be purchased by all of the International Managers pursuant to this Agreement. The respective purchase obligations of the International Managers with respect to the Firm Stock shall be rounded among the International Managers to avoid fractional shares, as the Lead Managers Manager may determine. In addition, the Company grants Participating Selling Stockholders grant to the International Managers an option to purchase up to _________ 77,760 shares of Option Stock. Such option is granted solely for the purpose of covering over-allotments in the sale of Firm Stock and is exercisable as provided in Section 4 5 hereof. Shares of Option Stock shall be purchased severally for the account of the International Managers in proportion to the number of shares of Firm Stock set opposite the name of such International Managers in Schedule 1 hereto. The respective purchase obligations of each International Manager with respect to the Option Stock shall be adjusted by the Lead Managers Manager so that commitments no International Manager shall be obligated to purchase Option Stock shall be proportionate to such International Manager's initial commitment as provided other than in Schedule 1. Such respective purchase obligations with respect to the Option Stock shall be rounded among the International Managers to avoid fractional shares, as the Lead Managers may determine. The price of both the Firm Stock and any Option Stock shall be $_____ per 100 share.

Purchase of the Stock by the International Managers. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Company each Selling Stockholder agrees to sell _________ the number of shares of the Firm Stock set forth opposite its name on Schedule 2 hereto, severally and not jointly, to the several International Managers and each of the International Managers, severally and not jointly, agrees to purchase the number of shares of the Firm Stock set opposite that International Manager's name in Schedule 1 hereto. Each International Manager shall be obligated to purchase form the Company from each Selling Stockholder that number of shares of the Firm Stock which represents the same proportion of the number of shares of the Firm Stock to be sold by the Company each Selling Stockholder as the number of shares of the Firm Stock set forth opposite the name of such International Manager in Schedule 1 represents of the total number of shares of the Firm Stock to be purchased by all of the International Managers pursuant to this Agreement. The respective purchase obligations of the International Managers with respect to the Firm Stock shall be rounded among the International Managers to avoid fractional shares, as the Lead Managers may determine. In addition, the Company Settlement Trust grants to the International Managers an option to purchase up to _________ the number of shares of Option StockStock set forth opposite its name on Schedule 2 hereto, severally and not jointly. Such option is granted solely for the purpose of covering over-allotments in the sale of Firm Stock and is exercisable as provided in Section 4 5 hereof. Shares of Option Stock shall be purchased severally for the account of the International Managers in proportion to the number of shares of Firm Stock set opposite the name of such International Managers in Schedule 1 hereto. The respective purchase obligations of each International Manager with respect to the Option Stock shall be adjusted by the Lead Managers so that commitments no Lead Manager shall be obligated to purchase Option Stock shall be proportionate to such International Manager's initial commitment as provided other than in Schedule 1. Such respective purchase obligations with respect to the Option Stock shall be rounded among the International Managers to avoid fractional shares, as the Lead Managers may determine100 share amounts. The price of both the Firm Stock and any the Option Stock shall be $_________ per share. The Selling Stockholders shall not be obligated to deliver any of the Stock to be delivered on any Delivery Date (as hereinafter defined), as the case may be, except upon payment for all the Stock to be purchased on such Delivery Date as provided herein and in the U.S. Underwriting Agreement.

Purchase of the Stock by the International Managers. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Company agrees to sell _________ shares of the Firm Stock and each Selling Stockholder hereby agrees to sell the number of shares of the Firm Stock set forth opposite such Selling Stockholder's name in Schedule 2 hereto, severally and not jointly, to the several International Managers Managers, and each of the International Managers, severally and not jointly, agrees to purchase the number of shares of the Firm Stock set forth opposite that International Manager's name in Schedule 1 hereto. Each International Manager shall be obligated to purchase form from the Company Company, and from each Selling Stockholder, that number of shares of the Firm Stock which represents the same proportion of the number of shares of the Firm Stock to be sold by the Company Company, and by each Selling Stockholder, as the number of shares of the Firm Stock set forth opposite the name of such International Manager in Schedule 1 represents of the total number of shares of the Firm Stock to be purchased by all of the International Managers pursuant to this Agreement. The respective purchase obligations of the International Managers with respect to the Firm Stock shall be rounded among the International Managers to avoid fractional shares, as the Lead Managers may determine. In addition, the Company grants Selling Stockholders grant to the International Managers an option to purchase up to _________ shares of Option Stock. Such option is granted solely for the purpose of covering over-allotments in the sale of Firm Stock and is exercisable as provided in Section 4 5 hereof. Shares of Option Stock shall be purchased severally for the account of the International Managers in proportion to the number of shares of Firm Stock set forth opposite the name of such International Managers in Schedule 1 hereto. The respective purchase obligations of each International Manager with respect to the Option Stock shall be adjusted by the Lead Managers so that commitments no International Manager shall be obligated to purchase Option Stock shall be proportionate to such International Manager's initial commitment as provided other than in Schedule 1. Such respective purchase obligations with respect to the Option Stock shall be rounded among the International Managers to avoid fractional shares, as the Lead Managers may determine100 share amounts. The price of both the Firm Stock and any Option Stock shall be $_____ per share. The Company and the Selling Stockholders shall not be obligated to deliver any of the Stock to be delivered on the First Delivery Date or the Second Delivery Date (as hereinafter defined), as the case may be, except upon payment for all the Stock to be purchased on such Delivery Date as provided herein and in the U.S. Underwriting Agreement.