Common use of The Optional Shares; Option Closing Date Clause in Contracts

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the Underwriters. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option and (ii) the time, date and place at which certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representative and shall not be earlier than three or later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 4,620,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option and (ii) the time, date and place at which certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date (provided notice shall have been duly given in accordance with this section at least one business day prior to the First Closing Date); and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative Representatives and shall not be earlier than three two or later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchasepurchase severally, severally and not jointly, up to an aggregate of 135,000 the Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of several Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares. If any Optional Shares are to be purchased, the number of Optional Shares to be purchased by each Underwriter shall be the number of Optional Shares which bears the same ratio to the aggregate number of Optional Shares being purchased as the number of Firm Shares set forth opposite the name of such Underwriter on Schedule A (or such number increased as set forth in Section 12 hereof) bears to the aggregate number of Firm Shares being purchased from the Company by the several Underwriters, subject, however, to such adjustments to eliminate any fractional Optional Shares as the Representative in its sole discretion shall make. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the Optional Shares are to be registered and (iiiii) the time, date and place at which certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, case the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such Such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative and shall not be earlier than three two or later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 [•] Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares; provided, less however, that the amount paid by the Underwriters for any Optional Shares shall be reduced by an amount per share equal to any dividend or distribution dividends declared by the Company and payable on the Firm Shares but not payable on such Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option and (ii) the time, date and place at which certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representative Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 1,032,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representative Representatives and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 900,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are is exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, purchase up to an aggregate of 135,000 300,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared Shares as set forth in Section 2(a) above. The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon joint notice by the Representative Underwriters to the Company, which notice may be given at any time within 30 thirty (30) days from the date of this AgreementAgreement (the “Option Period”). Such notice shall set forth forth: (i) the aggregate number of Optional Shares as to which the several Underwriters are exercising the over-allotment option option; (ii) the names and denominations in which the certificates for the Optional Shares are to be registered; and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, case the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such Such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative Underwriters and shall not be earlier than three or (3) nor later than five (5) full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Underwriters may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Underwriters may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 502,500 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option and (ii) the time, date and place at which certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date (provided notice shall have been duly given in accordance with this section at least one business day prior to the First Closing Date); and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative and shall not be earlier than three two or later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 2,100,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The Optional Shares shall be allocated in the same percentage as such Underwriters are purchasing the Firm Shares. The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 [—] Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative Representatives and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 1,425,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative Representatives and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 300,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 1,041,600 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative Representatives and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 558,750 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option and (ii) the time, date and place at which certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date (provided notice shall have been duly given in accordance with this section at least one business day prior to the First Closing Date); and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative Representatives and shall not be earlier than three two or later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, to purchase up to an aggregate of 135,000 900,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative Representatives and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 900,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option and (ii) the time, date of payment for, and place at which certificates for delivery of, by electronic book entry through the facilities of DTC to the account specified by the Representatives, the Optional Shares that will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representative Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 1,845,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representative Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 675,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares Securities and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representative and shall not be earlier than three or later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares Securities set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm SharesSecurities. The Representative may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company Selling Stockholders hereby grants grant an option to the several Underwriters Underwriter to purchase, severally and not jointly, purchase up to an aggregate of 135,000 547,500 Optional Shares from the Company Selling Stockholders at the purchase price per share to be paid by the Underwriters Underwriter for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Underwriter the Selling Stockholders (with a copy to the Company), which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are Underwriter is exercising the over-allotment option and (ii) the time, date and place at which certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representative Underwriter and shall not be earlier than three or later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, (a) the Underwriter agrees to purchase the Optional Shares and (b) each Underwriter Selling Stockholder agrees, severally and not jointly, to purchase sell the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Underwriter may determine) that bears the same proportion to the total number of Optional Shares to be purchased sold as the number of Firm Optional Shares set forth on in Schedule A hereto B opposite the name of such Underwriter bears to the total number of Firm SharesSelling Stockholder. The Representative Underwriter may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Selling Stockholders (with a copy to the Company).

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 4,050,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon written notice by each of the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative Representatives and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 [ ] Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative Representatives and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, (a) each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm SharesShares and (b) the Company agrees to sell the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) set forth in the paragraph “Introductory” of this Agreement. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 2,400,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option and (ii) the time, date and place at which certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date (provided notice shall have been duly given in accordance with this section at least one business day prior to the First Closing Date); and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative Representatives and shall not be earlier than three two or later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 1,800,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative Representatives and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Representatives may cancel the option at any time prior to exercise thereof and prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 150,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the Underwriters. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option and (ii) the time, date and place at which certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representative and shall not be earlier than three or later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company Selling Shareholders severally hereby grants grant an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 675,000 Optional Shares from the Company Selling Shareholders at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative to the Selling Shareholders (with a copy to the Company), which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option and (ii) the time, date and place at which certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative and shall not be earlier than three two or later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, (a) each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares and (b) each Selling Shareholder agrees, severally and not jointly, to sell the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be sold as the number of Optional Shares set forth in Schedule B opposite the name of such Selling Shareholder bears to the total number of Optional Shares. The Representative may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Selling Shareholders (with a copy to the Company).

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 570,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option and (ii) the time, date of payment for, and place at which certificates for delivery of, by electronic book entry through the facilities of DTC to the account specified by the Representatives, the Optional Shares that will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representative Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 720,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representative and shall not be earlier than three or later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 807,697 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option and (ii) the time, date and place at which certificates book-entry positions for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates book-entry positions for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representative Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 472,500 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon written notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option and (ii) the time, date and place at which certificates book-entry positions for the Optional Shares Share will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates book-entry positions for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representative Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 525,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 1,227,272 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option and (ii) the time, date and place at which certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date (provided notice shall have been duly given in accordance with this section at least one business day prior to the First Closing Date); and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative Representatives and shall not be earlier than three two or later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 1,050,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 165,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, (a) each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm SharesShares and (b) the Company agrees to sell the number of Optional Shares to be sold by the Company as set forth in the first paragraph of this Agreement. The Representative may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchaseUnderwriters, severally and not jointly, to purchase up to an aggregate of 135,000 1,184,211 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 333,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon written notice by the Representative to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “"First Closing Date” " shall [PAGE] refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “"Option Closing Date,” " and shall be determined by the Representative and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 7,500,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from immediately following the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option and (ii) the time, date and place at which certificates (as evidence of book-entry transfer) for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates (as evidence of book-entry transfer) for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative Representatives and shall not be earlier than three two or later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares, and the Company agrees to sell the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be sold as the number of Optional Shares to be sold by the Company as set forth in the paragraph “Introductory” of this Agreement). The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 1,500,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 1,200,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative Representatives and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 1,020,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the Underwriters. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Underwriters to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the Optional Shares are to be registered and (iiiii) the time, date and place at which certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative Underwriters and shall not be earlier than three or two nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Underwriters may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Underwriters may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchaseUnderwriters, severally and not jointly, to purchase up to an aggregate of 135,000 553,900 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 [___] Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared Shares as set forth in Section 2(a) above. The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative to the Company, which notice may be given at any time within 30 thirty (30) days from the date of this Agreement. Such notice shall set forth forth: (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option; (ii) the names and denominations in which the certificates for the Optional Shares are to be registered; and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, case the term “First Closing Date” "FIRST CLOSING DATE" shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such Such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” "OPTION CLOSING DATE" and shall be determined by the Representative and shall not be earlier than three or (3) nor later than five (5) full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative may cancel the option to purchase Optional Shares pursuant to this Section 2(c) at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchaseUnderwriters, severally and not jointly, to purchase up to an aggregate of 135,000 900,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representative Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 22,500,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representative and shall not be earlier than three or later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 [255,000] Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 975,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 6,818,182 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates, or credit to the accounts, as applicable, for the Optional Shares are to be registered and (iiiii) the time, date and place at which certificates for such certificates, or credit to the Optional Shares accounts, as applicable, will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates certificates, or credit to the accounts, as applicable, for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative Representatives and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 1,077,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option and (ii) the time, date and place at which certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date (provided notice shall have been duly given in accordance with this section at least one business day prior to the First Closing Date); and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative Representatives and shall not be earlier than three two or later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 750,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares; provided, less however, that the amount paid by the Underwriters for any Optional Shares shall be reduced by an amount per share equal to any dividend or distribution dividends declared by the Company and payable on the Firm Shares but not payable on such Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option and (ii) the time, date and place at which certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representative Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares bears to the total number of Optional Shares. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 750,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in the sale of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option and (ii) the time, date and place at which certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date (provided notice shall have been duly given in accordance with this section at least one business day prior to the First Closing Date); and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative and shall not be earlier than three two or later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 [___] Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative Representatives and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 [ ] Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event , provided that such time and date are simultaneous with notice is delivered to the Company not less than two business days prior to the First Closing Date, ; and in such case the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such Such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative Representatives and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, (A) each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm SharesShares and (B) the Company agrees to sell the number of Optional Shares to be sold by the Company as set forth in the paragraph “Introductory” of this Agreement. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 2,250,000 Optional Shares shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared by the Company and payable on the Firm Shares but not payable on the Optional Shares when Shares. The option granted hereunder is for use by the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option; (ii) the names and denominations in which the certificates for the Optional Shares are to be registered; and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative Representatives and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, (a) each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 3,000,000 Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

The Optional Shares; Option Closing Date. In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of 135,000 the Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares, less an amount per share equal to any dividend or distribution declared . The option granted hereunder is for use by the Company and payable on the Firm Shares but not payable on Optional Shares when the purchase and sale of Underwriters solely in covering any Optional Shares takes place after the First Closing Date and after the Firm Shares are trading “ex-dividend.” Said option may be exercised only to cover over-allotments in connection with the sale and distribution of the Firm Shares by the UnderwritersShares. The over-allotment option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representative Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the over-allotment option option, (ii) the names and denominations in which the certificates for the Optional Shares are to be registered and (iiiii) the time, date and place at which such certificates for the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representative Representatives and shall not be earlier than three or nor later than five full business days after delivery of such notice of exercise, unless otherwise agreed upon by the Company and Representative. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representative Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Representative Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.