Common use of Compliance with FSMA Clause in Contracts

Compliance with FSMA. Neither the Company nor any of its subsidiaries has distributed and, prior to the later to occur of (i) the Closing Date and (ii) the completion of the distribution of the Securities, will distribute any material in connection with the offering and sale of the Securities other than the Time of Sale Information or the Offering Memorandum or other materials, if any, permitted by the Securities Act and the U.K. Financial Services and Markets Xxx 0000 (“FSMA”), or regulations promulgated pursuant to the Securities Act or FSMA, and approved by the parties to this Agreement, or required to be distributed by Nasdaq Global Select Market or the Exchange.