EXHIBIT 5
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(f)(1)
---------------------------------------------------
The undersigned acknowledge and agree that the foregoing statement on Schedule
13D is filed on behalf of each of the undersigned and that all subsequent
amendments to this statement on Schedule 13D shall be filed on behalf of each of
the undersigned without the necessity of filing additional joint filing
agreements. The undersigned acknowledge that each shall be responsible for
the timely filing of such amendments, and for the completeness and accuracy of
the information concerning it contained therein, but shall not be responsible
for the completeness and accuracy of the information concerning the others,
except to the extent it knows or has reason to believe that such information
is inaccurate. This Joint Filing Agreement may be executed in any number
of counterparts and all of such counterparts taken together shall constitute
one and the same instrument.
Dated:
WARBURG, XXXXXX INVESTORS, L.P.
By: Warburg, Xxxxxx & Co.,
its General Partner
By: /s/ Xxxxxxx Xxxxxxx
-----------------------
Xxxxxxx Xxxxxxx, Partner
WARBURG, XXXXXX & CO.
By: /s/ Xxxxxxx Xxxxxxx
-----------------------
Xxxxxxx Xxxxxxx, Partner
X.X. XXXXXXX, XXXXXX & CO., LLC
By: /s/ Xxxxxxx Xxxxxxx
-----------------------
Xxxxxxx Xxxxxxx, Member