Common use of Rule 16b Clause in Contracts

Rule 16b. 3. Prior to the Effective Time, the Company shall take such steps as may be reasonably necessary or advisable to cause dispositions of Company equity securities (including derivative securities) pursuant to the transactions contemplated by this Agreement by each individual who is a director or officer of the Company to be exempt under Rule 16b-3 promulgated under the Exchange Act.

Rule 16b. 3. Prior to the Effective Time, the Company shall take such all reasonable steps as may be reasonably necessary or advisable required to cause any dispositions of Company equity securities (including derivative securities) pursuant to the transactions contemplated by this Agreement by each individual who is a director or officer of the Company and who would otherwise be subject to be exempt under Rule 16b-3 promulgated under the Exchange ActAct to be exempt under such rule to the extent permitted by applicable Law.

Rule 16b. 3. Prior to the Effective Time, the Company shall may take such steps further actions, if any, as may be reasonably necessary necessary, appropriate or advisable to cause dispositions of Company ensure that the dispositionsof equity securities of the Company (including derivative securities) pursuant to the transactions contemplated transactionscontemplated by this Agreement by each individual who is a any of5cer or director or officer of the Company who is subject to be Section 16 of the Exchange Act are exempt under Rule 16b-3 promulgated under the Exchange Act.

Rule 16b. 3. Prior to the Effective Time, the Company shall take such steps as may be reasonably necessary or advisable required to cause dispositions of Company equity securities (including derivative securities) pursuant to the transactions contemplated by this Agreement Transactions by each individual who is a director or officer of the Company to be exempt under Rule 16b-3 promulgated under the Exchange Act.

Rule 16b. 3. Prior to the Effective Time, the Company shall be permitted to take such steps as may be reasonably necessary or advisable hereto to cause dispositions of Company equity securities (including derivative securities) pursuant to the transactions contemplated by this Agreement by each individual who is a director or officer of the Company to be exempt under Rule 16b-3 promulgated under the Exchange Act.

Rule 16b. 3. Prior to the Effective Time, the Company shall may take such steps actions as may be reasonably necessary or advisable to cause dispositions of Company equity securities of the Company (including derivative securities) pursuant to the transactions contemplated by this Agreement by each individual who is a any officer or director or officer of the Company who is subject to Section 16 of the Exchange Act to be exempt under Rule 16b-3 promulgated under the Exchange ActAct in accordance with the procedures set forth in such Rule 16b-3.

Rule 16b. 3. Prior to the Effective Time, the Company shall take such steps as may be reasonably necessary or advisable requested by any party hereto to cause dispositions of Company equity securities (including derivative securities) pursuant to the transactions contemplated by this Agreement by each individual who is a director or officer of the Company to be exempt under Rule 16b-3 promulgated under the Exchange ActAct in accordance with that certain No-Action Letter dated January 12, 1999 issued by the SEC regarding such matters.

Rule 16b. 3. Prior to the Effective Time, the Company shall take such all reasonable steps as may be reasonably necessary or advisable required to cause any dispositions of Company equity securities (including derivative securities) pursuant to the transactions contemplated by this Agreement by each individual who is a director or officer of the Company and who would otherwise be subject to Rule 16b-3 promulgated under the Exchange Act to be exempt under Rule 16b-3 promulgated under the Exchange ActAct to the extent permitted by applicable Law.

Rule 16b. 3. 3 Prior to the Effective Time, the Company shall take such steps as may be reasonably necessary or advisable to cause dispositions of Company equity securities (including derivative securities) pursuant to the transactions contemplated by this Agreement Transactions by each individual who is a director or officer of the Company to be exempt under Rule 16b-3 promulgated under the Exchange Act1934 Act to the extent permitted by Applicable Laws.

Rule 16b. 3. Prior to the Effective Time, the Company shall take such steps as may be reasonably necessary or advisable to cause dispositions of Shares, Company Equity Awards, and any other equity securities (including derivative securities) pursuant to the Merger and the other transactions contemplated by this Agreement by each individual who is a director or officer of the Company Company, subject to the reporting requirements of Section 16(a) of the Exchange Act with respect to the Company, to be exempt under Rule 16b-3 promulgated under the Exchange Act.