Common use of Underwriter Default Clause in Contracts

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives in their sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Lead Manager pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Manager in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “"Default Shares”") do not (after giving effect to arrangements, if any, made by the Representatives Lead Managers pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Managers in their sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in on Schedule I A hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase the securities underlying the Firm Shares or Additional Shares Units hereunder, and if the Firm Shares or Additional Shares securities with respect to which such default relates (the “Default SharesSecurities”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional SharesUnits, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of the total number of Default Shares Securities then being purchased as the number of securities underlying the Firm Shares Units set forth opposite the name of such Underwriter in on Schedule I A hereto bears to the aggregate number of securities underlying the Firm Shares Units set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “"Default Shares”") do not (after giving effect to arrangements, if any, made by the Representatives Lead Manager pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Manager in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase the securities underlying the Firm Shares or Additional Shares Units hereunder, and if the Firm Shares or Additional Shares securities with respect to which such default relates (the “Default SharesSecurities”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional SharesUnits, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of the total number of Default Shares Securities then being purchased as the number of securities underlying the Firm Shares Units set forth opposite the name of such Underwriter in on Schedule I hereto bears to the aggregate number of securities underlying the Firm Shares Units set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares and Firm Warrants hereunder, and if the Firm Shares or Additional Shares Securities with respect to which such default relates (the “Default SharesSecurities”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Sharesand Firm Warrants, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of to the total number of Default Shares Securities then being purchased as the number of Firm Shares and Firm Warrants set forth opposite the name of such Underwriter in on Schedule I A hereto bears to the aggregate number of Firm Shares and Firm Warrants set forth opposite the names of the non-defaulting Underwriters, ; subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I A hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives in their sole discretion shall make.

Underwriter Default. (a) a. If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares Option Shares, if the Over-Allotment Option is exercised hereunder, and if the Firm Shares or Additional Shares Option Shares, as applicable, with respect to which such default relates (the “Default SharesSecurities”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Option Shares, as applicable, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of to the total number of Default Shares Securities then being purchased as the number of Firm Shares or Option Shares, as applicable, set forth opposite the name of such Underwriter in Schedule I on Annex A hereto bears to the aggregate number of Firm Shares or Option Shares, as applicable, set forth opposite the names of the non-defaulting Underwriters, ; subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares Securities or the Additional Shares Securities, if the Over-allotment Option is exercised hereunder, and if the Firm Shares or Securities and Additional Shares Securities with respect to which such default relates (the “Default SharesSecurities”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares Securities or Additional SharesSecurities that all Underwriters have agreed to purchase hereunder, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of the total number of Default Shares Securities then being purchased as the number of Firm Shares Securities set forth opposite the name of such Underwriter in on Schedule I A hereto bears to the aggregate number of Firm Shares commitments set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Lead Managers pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Managers in their sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares and Firm Warrants hereunder, and if the Firm Shares or Additional Shares Securities with respect to which such default relates (the “Default SharesSecurities”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Sharesand Firm Warrants, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of to the total number of Default Shares Securities then being purchased as the number of Firm Shares and Firm Warrants set forth opposite the name of such Underwriter in on Schedule I A hereto bears to the aggregate number of Firm Shares and Firm Warrants set forth opposite the names of the non-defaulting Underwriters, ; subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their sole its discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares Units and/or the Pre-Funded Units hereunder, and if the Firm Shares or Additional Shares securities with respect to which such default relates (the “Default SharesSecurities”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional SharesUnits and Pre-Funded Units, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of the total number of Default Shares Securities then being purchased as the number of Firm Shares Units set forth opposite the name of such Underwriter in on Schedule I hereto bears to the aggregate number of Firm Shares Units set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Lead Managers pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company and the Selling Stockholders that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Managers in their sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”"DEFAULT SHARES") do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in on Schedule I A hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares and Firm Warrants hereunder, and if the Firm Shares or Additional Shares securities with respect to which such default relates (the “Default SharesSecurities”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Sharesand Firm Warrants, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of the total number of Default Shares Securities then being purchased as the number of Firm Shares and Firm Warrants set forth opposite the name of such Underwriter in on Schedule I hereto bears to the aggregate number of Firm Shares and Firm Warrants set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-non- defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company or the Selling Stockholders, as applicable, that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in on Schedule I A hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “"Default Shares”") do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (ai) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “"Default Shares”") do not (after giving effect to arrangements, if any, made by the Representatives Lead Managers pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Managers in their sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “"Default Shares”") do not (after giving effect to arrangements, if any, made by the Representatives Lead Managers pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company and the Selling Stockholders that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Managers in their sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company and the Selling Shareholders that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives in their sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase the securities underlying the Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares securities with respect to which such default relates (the “Default SharesSecurities”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of the total number of Default Shares Securities then being purchased as the number of securities underlying the Firm Shares set forth opposite the name of such Underwriter in on Schedule I A hereto bears to the aggregate number of securities underlying the Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “"Default Shares”") do not (after giving effect to arrangements, if any, made by the Representatives pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives in their sole discretion shall make.

Underwriter Default. (a) a. If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares Option Shares, if the Over-allotment Option is exercised hereunder, and if the Firm Shares or Additional Shares Option Shares, as applicable, with respect to which such default relates (the “Default SharesSecurities”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Option Shares, as applicable, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of to the total number of Default Shares Securities then being purchased as the number of Firm Shares or Option Shares, as applicable, set forth opposite the name of such Underwriter in Schedule I on Annex A hereto bears to the aggregate number of Firm Shares or Option Shares, as applicable, set forth opposite the names of the non-defaulting Underwriters, ; subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares Securities or Additional Shares Securities hereunder, and if the Firm Shares Securities or Additional Shares Securities with respect to which such default relates (the “"Default Shares”Securities") do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares Securities or Additional SharesSecurities, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of the total number of Default Shares Securities then being purchased as the number of Firm Shares Securities set forth opposite the name of such Underwriter in on Schedule I A hereto bears to the aggregate number of Firm Shares Securities set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares Units as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares and Firm Warrants hereunder, and if the Firm Shares or Additional Shares Securities with respect to which such default relates (the “"Default Shares”Securities") do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Sharesand Firm Warrants, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of to the total number of Default Shares Securities then being purchased as the number of Firm Shares and Firm Warrants set forth opposite the name of such Underwriter in on Schedule I A hereto bears to the aggregate number of Firm Shares and Firm Warrants set forth opposite the names of the non-defaulting Underwriters, ; subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) a. If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Option Shares hereunder(as the case may be), and if the Firm Shares or Additional Option Shares with respect to which such default relates (the “Default SharesSecurities”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional SharesOption Shares (as the case may be), each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of to the total number of Default Shares Securities then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I on Annex A hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, ; subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Initial Shares or Additional Option Shares hereunder, and if the Firm Initial Shares or Additional Option Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Initial Shares or Additional Option Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Initial Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Initial Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives in their sole discretion shall make.

Underwriter Default. (a) a. If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares Option Shares, if the Over-Allotment Option is exercised hereunder, and if the Firm Shares or Additional Option Shares , as applicable, with respect to which such default relates (the “Default SharesSecurities”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Option Shares, as applicable, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of to the total number of Default Shares Securities then being purchased as the number of Firm Shares or Option Shares, as applicable, set forth opposite the name of such Underwriter in Schedule I on Annex A hereto bears to the aggregate number of Firm Shares or Option Shares, as applicable, set forth opposite the names of the non-defaulting Underwriters, ; subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in on Schedule I A hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.. Maxim Group LLC _________________, 2007

Underwriter Default. (a) If any Underwriter or Underwriters shall default in or terminate its or their obligation to purchase Firm Shares Initial Units or Additional Shares Securities hereunder, and if the Firm Shares Initial Units or Additional Shares Securities with respect to which such default or termination relates (the “Default SharesSpecified Units”) do not (after giving effect to arrangements, if any, made by the Representatives Lead Underwriters pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares Initial Units or Additional SharesSecurities, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Specified Units that bears the same proportion of the total number of Default Shares Specified Units then being purchased as the number of Firm Shares Initial Units set forth opposite the name of such Underwriter in Schedule I A hereto bears to the aggregate number of Firm Shares Initial Units set forth opposite the names of the non-defaulting or non-terminating Underwriters, subject, however, to such adjustments to eliminate fractional shares units as the Representatives Lead Underwriters in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares Securities or Additional Shares Securities hereunder, and if the Firm Shares Securities or Additional Shares Securities with respect to which such default relates (the “"Default Shares”Securities") do not (after giving effect to arrangements, if any, made by the Representatives Lead Managers pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares Securities or Additional SharesSecurities, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of the total number of Default Shares Securities then being purchased as the number of Firm Shares Securities set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares Securities set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Managers in their sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company and the Selling Shareholders that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “"Default Shares”") do not (after giving effect to arrangements, if any, made by the Representatives Lead Manager pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company Selling Stockholders that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I II hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Manager in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “"Default Shares”") do not (after giving effect to arrangements, if any, made by the Representatives pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, as the case may be, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Xxxxxxx in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “"Default Shares”") do not (after giving effect to arrangements, if any, made by the Representatives Bear Stearns pursuant to subsection (b) below) exceed in the aggregate 10% of the xx xxx number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Bear Stearns in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Citigroup pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Citigroup in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm the Shares or Additional Shares hereunderWarrants, and if the Firm Shares or Additional Shares securities with respect to which such default relates (the “Default SharesSecurities”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional SharesWarrants, as the case may be, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of the total number of Default Shares Securities then being purchased as the number of Firm Shares or Warrants, as the case may be, set forth opposite the name of such Underwriter in on Schedule I A hereto bears to the aggregate number of Firm Shares or Warrants, as the case may be, set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in on Schedule I A hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their sole discretion shall make.. Maxim Group LLC [ ], 2006

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Distribution Shares or Additional Distribution Shares hereunder, and if the Firm Distribution Shares or Additional Distribution Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Lead Managers pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Distribution Shares or Additional Distribution Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Distribution Shares set forth opposite the name of such Underwriter in on Schedule I hereto bears to the aggregate number of Firm Distribution Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Managers in their sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “"Default Shares”") do not (after giving effect to arrangements, if any, made by the Representatives Ladenburg pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Ladenburg in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in on Schedule I A hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.. Maxim Group LLC _________ __, 2007

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting non‑defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives in their sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Lead Managers pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company Selling Stockholders that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Managers in their sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-non- defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of to the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares Units or Additional Shares Units hereunder, and if the Firm Shares Units or Additional Shares Units with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Lead Managers pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares Units or Additional SharesUnits, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares Units set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares Units set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Managers in their sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Lead Managers pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Managers in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives you pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives you in their your sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares Shares, if any, hereunder, and if the Firm Shares or Additional Shares Shares, if any, with respect to which such default relates (the “"Default Shares”") do not (after giving effect to arrangements, if any, made by the Representatives Lead Managers pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, if any, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company and the Selling Stockholders that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Managers in their sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares Shares, as applicable, with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Lead Managers pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, as applicable, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Managers in their sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “"Default Shares”") do not (after giving effect to arrangements, if any, made by the Representatives Lead Managers pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Managers in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in on Schedule I A hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares Shares, if any, hereunder, and if the Firm Shares or Additional Shares Shares, if any, with respect to which such default relates (the “"Default Shares”") do not (after giving effect to arrangements, if any, made by the Representatives Lead Managers pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, if any, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company Selling Stockholders that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Managers in their sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares Units hereunder, and if the Firm Shares or Additional Shares Offered Securities with respect to which such default relates (the “Default SharesSecurities”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate ten percent (10% %) of the number of Firm Shares Units or Additional SharesOption Securities, as the case may be, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of to the total number of Default Shares Securities then being purchased as the number of Firm Shares Units or Option Securities, as the case may be, set forth opposite the name of such Underwriter in on Schedule I A hereto bears to the aggregate number of Firm Shares Units or Option Securities, as the case may be, set forth opposite the names of the non-defaulting Underwriters, ; subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their sole its discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares Securities hereunder, and if the Firm Shares or Additional Shares securities with respect to which such default relates (the “Default SharesSecurities”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Sharesthe Securities to be purchased on such date, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of the total number of Default Shares Securities then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in on Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall makemake provided that the total number of Default Securities shall not be reduced by such adjustment.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Lead Manager pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company (in addition to the aggregate number of Firm Shares they are obligated to purchase pursuant to this Agreement) that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Manager in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Bear Xxxxxxx pursuant to subsection (b) below) exceed in the aggregate ten percent (10% %) of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Bear Xxxxxxx in their its sole discretion shall make.

Underwriter Default. (ai) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares the Securities hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default SharesSecurities”) do not (after giving effect to arrangements, if any, made by the Representatives pursuant to subsection (bii) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Sharesto be purchased on such date, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of the total number of Default Shares Securities then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in on Schedule I hereto bears to the aggregate number of Firm Shares Securities set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives in their sole discretion shall makemake provided that the total number of Default Securities shall not be reduced by such adjustment.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “"Default Shares”") do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company and the Selling Shareholders that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Lead Manager pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company and the Selling Stockholder that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Manager in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase the Firm Shares or Additional Shares hereunderand the Firm Warrants, and if the Firm Shares or Additional Shares and the Firm Warrants with respect to which such default relates (the “Default SharesSecurities”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Sharesand Firm Warrants, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of the total number of Default Shares Securities then being purchased as the number of Firm Shares and Firm Warrants set forth opposite the name of such Underwriter in on Schedule I A hereto bears to the aggregate number of Firm Shares and Firm Warrants set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-non- defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting non‑defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives in their sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “"Default Shares”") do not (after giving effect to arrangements, if any, made by the Representatives ThinkEquity pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives ThinkEquity in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or any Additional Shares which it or they have agreed to purchase hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Canaccord pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Canaccord in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares Offering Securities hereunder, and if the Firm Shares or Additional Shares Offering Securities with respect to which such default relates (the “"Default Shares”Securities") do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 102.5% of the total number of Firm Shares or Additional SharesOffering Securities, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of to the total number of Default Shares Securities then being purchased as the number of Firm Shares Offering Securities set forth opposite the name of such Underwriter in on Schedule I A hereto bears to the aggregate number of Firm Shares Offering Securities set forth opposite the names of the non-defaulting Underwriters, ; subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Lead Managers pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company or Selling Stockholders, as the case may be, that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Managers in their sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or any Additional Shares which it or they have agreed to purchase hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “"Default Shares”") do not (after giving effect to arrangements, if any, made by the Representatives Lead Managers pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Managers in their sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares Securities or Additional Shares Securities hereunder, and if the Firm Shares Securities or Additional Shares Securities with respect to which such default relates (the “Default SharesSecurities”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares Securities or Additional SharesSecurities, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of the total number of Default Shares Securities then being purchased as the number of Firm Shares Securities set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares Securities set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “"Default Shares”") do not (after giving effect to arrangements, if any, made by the Representatives Lead Manager pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company and the Selling Stockholder that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Manager in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “"Default Shares”") do not (after giving effect to arrangements, if any, made by the Representatives Lead Manager pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, as the case may be, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such non-defaulting Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Manager in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “"Default Shares”") do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, as the case may be, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company Selling Stockholder that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-non- defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Lead Manager pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company and the Selling Stockholders that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Manager in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares a particular series of Notes (“Purchased Notes”) hereunder, and if the Firm Shares or Additional Shares such Purchased Notes with respect to which such default relates (the “Default SharesNotes”) do not (after giving effect to arrangements, if any, made by the Representatives Lead Managers pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional SharesPurchased Notes, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Purchased Notes that bears the same proportion of the total number of Default Shares Notes then being purchased as the number of Firm Shares Purchased Notes set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares Purchased Notes set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Managers in their sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares Offering Securities hereunder, and if the Firm Shares or Additional Shares Offering Securities with respect to which such default relates (the “"Default Shares”Securities") do not (after giving effect to arrangements, if any, made by the Representatives pursuant to subsection (b) below) exceed in the aggregate 102.5% of the total number of Firm Shares or Additional SharesOffering Securities, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of to the total number of Default Shares Securities then being purchased as the number of Firm Shares Offering Securities set forth opposite the name of such Underwriter in on Schedule I A hereto bears to the aggregate number of Firm Shares Offering Securities set forth opposite the names of the non-defaulting Underwriters, ; subject, however, to such adjustments to eliminate fractional shares as the Representatives in their sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Initial Shares or Additional Option Shares hereunder, and if the Firm Initial Shares or Additional Option Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Initial Shares or Additional Option Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Initial Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Initial Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in or terminate its or their obligation to purchase Firm Shares Initial Units or Additional Shares Securities hereunder, and if the Firm Shares Initial Units or Additional Shares Securities with respect to which such default or termination relates (the “Default Shares”"Specified Units") do not (after giving effect to arrangements, if any, made by the Representatives Lead Underwriters pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares Initial Units or Additional SharesSecurities, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Specified Units that bears the same proportion of the total number of Default Shares Specified Units then being purchased as the number of Firm Shares Initial Units set forth opposite the name of such Underwriter in Schedule I A hereto bears to the aggregate number of Firm Shares Initial Units set forth opposite the names of the non-defaulting or non-terminating Underwriters, subject, however, to such adjustments to eliminate fractional shares units as the Representatives Lead Underwriters in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Leerink pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Leerink in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Lead Manager pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, if any, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I attached hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Lead Manager in their sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “Default Shares”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company Selling Stockholders that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares hereunder, and if the Firm Shares or Additional Shares with respect to which such default relates (the “"Default Shares”") do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Shares, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares that bears the same proportion of the total number of Default Shares then being purchased as the number of Firm Shares set forth opposite the name of such Underwriter in on Schedule I A hereto bears to the aggregate number of Firm Shares set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares and Firm Warrants hereunder, and if the Firm Shares or Additional Shares Securities with respect to which such default relates (the “Default SharesSecurities”) do not (after giving effect to arrangements, if any, made by the Representatives pursuant to subsection (b) below) exceed in the aggregate 10% of the number of Firm Shares or Additional Sharesand Firm Warrants, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of to the total number of Default Shares Securities then being purchased as the number of Firm Shares and Firm Warrants set forth opposite the name of such Underwriter in on Schedule I A hereto bears to the aggregate number of Firm Shares and Firm Warrants set forth opposite the names of the non-defaulting Underwriters, ; subject, however, to such adjustments to eliminate fractional shares as the Representatives in their sole joint discretion shall make.

Underwriter Default. (a) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares Securities or Additional Shares Securities hereunder, and if the Firm Shares Securities or Additional Shares Securities with respect to which such default relates (the “Default SharesSecurities”) do not (after giving effect to arrangements, if any, made by the Representatives Representative pursuant to subsection (b) below) exceed in the aggregate 10% of the number aggregate amount of Firm Shares Securities or Additional SharesSecurities, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number amount of Default Shares Securities that bears the same proportion of the total number of Default Shares Securities then being purchased as the number of Firm Shares Securities set forth opposite the name of such Underwriter in Schedule I hereto bears to the aggregate number amount of Firm Shares Securities set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares Securities in denominations other than $1,000 as the Representatives Representative in their its sole discretion shall make.

Underwriter Default. (ai) If any Underwriter or Underwriters shall default in its or their obligation to purchase Firm Shares or Additional Shares the Securities hereunder, and if the Firm Shares or Additional Shares Units with respect to which such default relates (the “Default SharesSecurities”) do not (after giving effect to arrangements, if any, made by the Representatives pursuant to subsection (bii) below) exceed in the aggregate 10% of the number of Firm Shares or Additional SharesUnits to be purchased on such date, each non-defaulting Underwriter, acting severally and not jointly, agrees to purchase from the Company that number of Default Shares Securities that bears the same proportion of the total number of Default Shares Securities then being purchased as the number of Firm Shares Units set forth opposite the name of such Underwriter in on Schedule I hereto bears to the aggregate number of Firm Shares Securities set forth opposite the names of the non-defaulting Underwriters, subject, however, to such adjustments to eliminate fractional shares as the Representatives in their sole discretion shall makemake provided that the total number of Default Securities shall not be reduced by such adjustment.