Common use of Rule 10b-18 Clause in Contracts

Rule 10b-18. The Counterparty further represents that, except as disclosed in writing by the Counterparty or Parent to JPMorgan or as described in the offering memorandum relating to the Exchangeable Notes, neither the Counterparty, Parent nor any of their affiliated purchasers have purchased any Shares (as contemplated by Rule 10b-18 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) during each of the four calendar weeks preceding the date hereof. The Counterparty and Parent further covenant and agree that neither it nor any of its affiliated purchasers will purchase any Shares prior to the earlier of the Additional Call Option Premium Payment Date and the Early Unwind Date (as defined below).

Rule 10b-18. The Counterparty further represents that, except as disclosed in writing by the Counterparty or Parent to JPMorgan BofA or as described in the offering memorandum relating to the Exchangeable Convertible Notes, neither the Counterparty, Parent Counterparty nor any of their affiliated purchasers have its affiliates has purchased any Shares (as contemplated by Rule 10b-18 under the Securities Exchange Act of 1934, as amended (the “"Exchange Act”")) during each of the four calendar weeks preceding the date hereof. The Counterparty further covenants and Parent further covenant and agree agrees that neither it nor any of its affiliated purchasers affiliates will purchase any Shares prior to the earlier of the Additional Call Option Premium Payment Date and the Early Unwind Date (as defined below).

Rule 10b-18. The Counterparty further represents that, except as disclosed in writing by the Counterparty or Parent to JPMorgan or as described in the offering memorandum relating to the Exchangeable Convertible Notes, neither the Counterparty, Parent Counterparty nor any of their affiliated purchasers have its affiliates has purchased any Shares (as contemplated by Rule 10b-18 under the Securities Exchange Act of 1934, as amended (the “"Exchange Act”")) during each of the four calendar weeks preceding the date hereof. The Counterparty further covenants and Parent further covenant and agree agrees that neither it nor any of its affiliated purchasers affiliates will purchase any Shares prior to the earlier of the Additional Call Option Premium Payment Date and the Early Unwind Date (as defined below).