Common use of Compliance with USA Patriot Act Clause in Contracts

Compliance with USA Patriot Act. The parties hereto acknowledge that in accordance with the requirements of the USA PATRIOT Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their respective clients, including the Company, which information may include the name and address of their respective clients, as well as other information that will allow the Underwriters to properly identify their respective clients. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, NORTHERN OIL AND GAS, INC. By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Chief Executive Officer Signature Page to Underwriting Agreement Accepted: RBC Capital Markets, LLC, for itself and on behalf of the several Underwriters listed in Schedule 1 hereto. By: /s/ J. Xxxxx Xxxxxxxxx Name: J. Xxxxx Xxxxxxxxx Title: Managing Director Head of Global Energy Leveraged Finance Canaccord Genuity Inc., as qualified independent underwriter By: /s/ Xxxxxxxxx Xxxxxx Name: Xxxxxxxxx Xxxxxx Title: Managing Director Underwriters Aggregate Principal Amount of Securities RBC Capital Markets, LLC $ 61,225,000 BMO Capital Markets Corp. 20,408,000 Scotia Capital (USA) Inc. 20,408,000 SunTrust Xxxxxxxx Xxxxxxxx, Inc. 20,408,000 KeyBanc Capital Markets Inc. 12,245,000 U.S. Bancorp Investments, Inc. 12,245,000 Capital One Southcoast, Inc. 10,204,000 Canaccord Genuity Inc. 10,204,000 BB&T Capital Markets, a division of BB&T Securities, LLC 6,122,000 BOSC, Inc. 6,122,000 ING Financial Markets LLC 6,122,000 X.X. Xxxxxx & Company 4,082,000 Global Hunter Securities, LLC 4,082,000 Santander Investment Securities Inc. 4,082,000 Macquarie Capital (USA) Inc. 2,041,000 Total $ 200,000,000

Compliance with USA Patriot Act. The parties hereto acknowledge that in In accordance with the requirements of the USA PATRIOT Patriot Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their respective clients, including the Company, which information may include the name and address of their respective clients, as well as other information that will allow the Underwriters to properly identify their respective clients. If Please confirm, by signing and returning to us two (2) counterparts of this Agreement, that the Representatives are acting on behalf of themselves and the several Underwriters and that the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in correctly sets forth the space provided belowagreement among the Company and the several Underwriters. Very truly yours, NORTHERN OIL AND GASNEW YORK MORTGAGE TRUST, INC. By: /s/ Xxxxxxx Xxxxxx X. Xxxxx Name: Xxxxxxx Xxxxxx X. Xxxxx Title: Chief Executive Officer Signature Page to Underwriting Agreement Accepted: RBC Capital Markets, LLC, for itself Confirmed and on behalf accepted as of the several Underwriters listed in Schedule 1 heretodate first above mentioned: XXXXXX XXXXXXX & CO. LLC By: /s/ J. Xxxxx Xxxxxxxxx Xxxx XxXxxxxxx Name: J. Xxxxx Xxxxxxxxx Xxxx XxXxxxxxx Title: Executive Director As Representative of the Several Underwriters named in Schedule I hereto Confirmed and accepted as of the date first above mentioned: CREDIT SUISSE SECURITIES (USA) LLC By: /s/ Xxxx Xxxxxxxxxx Name: Xxxx Xxxxxxxxxx Title: Managing Director Head As Representative of Global Energy Leveraged Finance Canaccord Genuity Inc.the Several Underwriters named in Schedule I hereto SCHEDULE I Underwriting Agreement dated January 8, as qualified independent underwriter By: /s/ Xxxxxxxxx 2019 Underwriters Number of Firm Securities to be Purchased Xxxxxx Name: Xxxxxxxxx Xxxxxxx & Co. LLC 3,213,000 Credit Suisse Securities (USA) LLC 1,512,000 Barclays Capital Inc. 1,197,000 Deutsche Bank Securities Inc. 1,197,000 X.X. Xxxxxx Title: Managing Director Underwriters Aggregate Principal Amount of Securities Securities, LLC 1,197,000 Xxxxx, Xxxxxxxx & Xxxxx, Inc. 1,197,000 RBC Capital Markets, LLC $ 61,225,000 BMO Capital Markets Corp. 20,408,000 Scotia Capital (USA) Inc. 20,408,000 SunTrust Xxxxxxxx Xxxxxxxx1,197,000 UBS Securities LLC 1,197,000 Xxxxxxx Xxxxx & Associates, Inc. 20,408,000 KeyBanc Capital Markets Inc. 12,245,000 U.S. Bancorp Investments, Inc. 12,245,000 Capital One Southcoast, Inc. 10,204,000 Canaccord Genuity Inc. 10,204,000 BB&T Capital Markets, a division of BB&T Securities693,000 Total 12,600,000 SCHEDULE 1(j) Entity Company Ownership Kiawah River View Investors LLC 50.00 % The Clusters, LLC 6,122,000 BOSC, Inc. 6,122,000 ING Financial Markets LLC 6,122,000 X.X. Xxxxxx & Company 4,082,000 Global Hunter Securities38.67 % 36 SCHEDULE 1(xx) New York Mortgage Trust 2005-1 New York Mortgage Trust 2005-2 New York Mortgage Trust 2005-3 NYM Preferred Trust I NYM Preferred Trust II NYMT Loan Trust 2016-RP1, LLC 4,082,000 Santander Investment Securities Inc. 4,082,000 Macquarie Capital (USA) Inc. 2,041,000 Total $ 200,000,000NYMT Residential 2016-RP1, LLC NYMT Residential Tax 2016-RP1, LLC RB Commercial Trust Series 2012-RS1 SCHEDULE II Issuer General-Use Free Writing Prospectus None. SCHEDULE III Pricing and Other Information 12,600,000 shares at a public offering price of $5.96 per share with an underwriting discount of $0.16 per share with an option to purchase up to 1,890,000 additional shares at that same price and discount.

Compliance with USA Patriot Act. The parties hereto acknowledge that in In accordance with the requirements of the USA PATRIOT Patriot Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their respective clients, including the Company, which information may include the name and address of their respective clients, as well as other information that will allow the Underwriters to properly identify their respective clients. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, NORTHERN OIL AND GASAGILENT TECHNOLOGIES, INC. By: /s/ Xxxxxxxxx Xxxxxxx Xxxxx Name: :Xxxxxxxxx Xxxxxxx Xxxxx Title: Chief Executive Officer Signature Page to Underwriting Agreement Accepted: RBC Capital MarketsVice President and Treasurer Accepted as of the date hereof BOFA SECURITIES, LLCINC., for itself MIZUHO SECURITIES USA LLC and on behalf XXXXX FARGO SECURITIES, LLC As Representatives of the several Underwriters listed in Schedule 1 hereto. BOFA SECURITIES, INC. By: /s/ J. Xxxxx Xxxxxxxxx Xxxxxx Xxxxxxxx Name: J. Xxxxx Xxxxxxxxx Xxxxxx Xxxxxxxx Title: Managing Director Head of Global Energy Leveraged Finance Canaccord Genuity Inc., as qualified independent underwriter MIZUHO SECURITIES USA LLC By: /s/ Xxxxxxxxx Xxxxxx Xxxxxxxxxxx Name: Xxxxxx Xxxxxxxxxxx Title: Vice President XXXXX FARGO SECURITIES, LLC By: /s/ Xxxxxxx Xxxxxx Name: Xxxxxxxxx Xxxxxxx Xxxxxx Title: Managing Director Underwriters Aggregate Schedule 1 Underwriter Principal Amount of Securities RBC Capital MarketsBofA Securities, Inc. $ 140,000,000 Mizuho Securities USA LLC 140,000,000 Xxxxx Fargo Securities, LLC $ 61,225,000 BMO Capital Markets Corp. 20,408,000 Scotia Capital 140,000,000 Academy Securities, Inc. 20,000,000 HSBC Securities (USA) Inc. 20,408,000 SunTrust Xxxxxxxx Xxxxxxxx, Inc. 20,408,000 20,000,000 KeyBanc Capital Markets Inc. 12,245,000 U.S. Bancorp Investments20,000,000 Penserra Securities LLC 20,000,000 Total $ 500,000,000 Annex A Time of Sale Information Free Writing Prospectus (consisting of a pricing term sheet substantially in the form of Annex B hereto) dated June 1, 2020. Annex B Filed Pursuant to Rule 433 Registration No. 333-233593 Issuer Free Writing Prospectus dated June 1, 2020 Relating to Preliminary Prospectus Supplement dated June 1, 2020 Agilent Technologies, Inc. 12,245,000 Capital One Southcoast, Inc. 10,204,000 Canaccord Genuity Inc. 10,204,000 BB&T Capital Markets, a division of BB&T Securities, LLC 6,122,000 BOSC, Inc. 6,122,000 ING Financial Markets LLC 6,122,000 X.X. Xxxxxx & Company 4,082,000 Global Hunter Securities, LLC 4,082,000 Santander Investment Securities Inc. 4,082,000 Macquarie Capital (USA) Inc. 2,041,000 Total $ 200,000,000Pricing Term Sheet

Compliance with USA Patriot Act. The parties hereto acknowledge that in In accordance with the requirements of the USA PATRIOT Act (Title III of Pub. L. 107-56 (signed into law on October 26, 2001)), the Underwriters Initial Purchasers are required to obtain, verify and record information that identifies their respective clients, including the CompanyCompany and the Subsidiary Guarantors, which information may include the name and address addresses of their respective clients, as well as other information that will allow the Underwriters Initial Purchasers to properly identify their respective clients. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, NORTHERN OIL AND GASRANGE RESOURCES CORPORATION By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: SVP-CFO RANGE RESOURCES-PINE MOUNTAIN, INC. RANGE RESOURCES-MIDCONTINENT, LLC RANGE PRODUCTION COMPANY, LLC RANGE RESOURCES-APPALACHIA, LLC RANGE RESOURCES – LOUISIANA, INC. RANGE LOUISIANA OPERATING, LLC By: /s/ Xxxx X. Xxxxxxx Xxxxx Name: Xxxx X. Xxxxxxx Xxxxx Title: Chief Executive Officer Signature Page to Underwriting Agreement Accepted: RBC Capital MarketsSVP-CFO & Treasurer BofA Securities, LLC, for Inc. For itself and on behalf of the several Underwriters Initial Purchasers listed in Schedule 1 hereto. BOFA SECURITIES, INC. By: /s/ J. Xxxxx Xxxxxxxxx Xxxx-Xxx Name: J. Xxxxx Xxxxxxxxx Xxxx-Xxx Title: Managing Director Head of Global Energy Leveraged Finance Canaccord Genuity Inc., as qualified independent underwriter By: /s/ Xxxxxxxxx Xxxxxx Name: Xxxxxxxxx Xxxxxx Title: Managing Director Underwriters Aggregate Schedule 1 Initial Purchaser Principal Amount of BofA Securities, Inc. $ 137,500,000 X.X. Xxxxxx Securities LLC 99,000,000 Xxxxx Fargo Securities 60,500,000 Citigroup Global Markets Inc. 33,000,000 BMO Capital Markets Corp. 27,500,000 Mizuho Securities USA LLC 27,500,000 Barclays Capital Inc. 22,000,000 Credit Suisse Securities (USA) LLC 22,000,000 Natixis Securities Americas LLC 22,000,000 PNC Capital Markets LLC 22,000,000 ABN AMRO Securities (USA) LLC 11,000,000 BBVA Securities Inc. 8,250,000 BOK Financial Securities, Inc. 8,250,000 SunTrust Xxxxxxxx Xxxxxxxx, Inc. 8,250,000 Capital One Securities, Inc. 5,500,000 Credit Agricole Securities (USA) Inc. 5,500,000 MUFG Securities Americas Inc. 5,500,000 RBC Capital Markets, LLC $ 61,225,000 BMO 5,500,000 SG Americas Securities, LLC 5,500,000 CIBC World Markets Corp. 2,750,000 Comerica Securities, Inc. 2,750,000 Commonwealth Bank of Australia 2,750,000 KeyBanc Capital Markets Corp. 20,408,000 Inc. 2,750,000 Scotia Capital (USA) Inc. 20,408,000 SunTrust Xxxxxxxx Xxxxxxxx, Inc. 20,408,000 KeyBanc Capital Markets Inc. 12,245,000 U.S. Bancorp Investments, Inc. 12,245,000 Capital One Southcoast, Inc. 10,204,000 Canaccord Genuity Inc. 10,204,000 BB&T Capital Markets, a division of BB&T Securities, LLC 6,122,000 BOSC, Inc. 6,122,000 ING Financial Markets LLC 6,122,000 X.X. Xxxxxx & Company 4,082,000 Global Hunter Securities, LLC 4,082,000 Santander Investment Securities Inc. 4,082,000 Macquarie Capital (USA) Inc. 2,041,000 2,750,000 Total $ 200,000,000550,000,000 Schedule 1 Annex A [Form of Opinion of Counsel for the Company]

Compliance with USA Patriot Act. The parties hereto acknowledge that in In accordance with the requirements of the USA PATRIOT Patriot Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their respective clients, including the Company, which information may include the name and address of their respective clients, as well as other information that will allow the Underwriters to properly identify their respective clients. If the foregoing is in accordance with your understandingcorrectly sets forth the agreement between the Company and the Underwriters, please indicate your acceptance of this Agreement by signing in the space provided for that purpose below. Very truly yours, NORTHERN OIL AND GASMOHAWK INDUSTRIES, INC. By: /s/ Xxxxxxxx Xxxxxxxxxx Name: Xxxxxxxx Xxxxxxxxxx Title: Vice President and Treasurer Accepted: BOFA SECURITIES, INC. By: /s/ Xxxxxxx Xxxxx Xxxxxx Name: Xxxxxxx Xxxxx Title: Chief Executive Officer Signature Page to Underwriting Agreement Accepted: RBC Capital Markets, LLC, for itself and on behalf of the several Underwriters listed in Schedule 1 hereto. By: /s/ J. Xxxxx Xxxxxxxxx Name: J. Xxxxx Xxxxxxxxx Title: Managing Director Head of Global Energy Leveraged Finance Canaccord Genuity Inc., as qualified independent underwriter By: /s/ Xxxxxxxxx Xxxxxx Name: Xxxxxxxxx Xxxxxx Title: Managing Director X.X. XXXXXX SECURITIES LLC By: /s/ Som Xxxxxxxxxxxxx Name: Som Xxxxxxxxxxxxx Title: Executive Director U.S. BANCORP INVESTMENTS, INC. By: /s/ Xxxxxxx Xxxxxxxxx Name: Xxxxxxx Xxxxxxxxx Title: Senior Vice President SCHEDULE 1 Underwriters Aggregate Principal Amount of the Notes to be Purchased BofA Securities, Inc. $ 85,000,000 X.X. Xxxxxx Securities RBC Capital MarketsLLC 85,000,000 U.S. Bancorp Investments, Inc. 85,000,000 Mizuho Securities USA LLC $ 61,225,000 BMO 42,500,000 PNC Capital Markets Corp. 20,408,000 Scotia Capital (USA) Inc. 20,408,000 LLC 42,500,000 Xxxxx Fargo Securities, LLC. 42,500,000 SunTrust Xxxxxxxx Xxxxxxxx, Inc. 20,408,000 KeyBanc 17,500,000 BNP Paribas Securities Corp 35,000,000 UniCredit Capital Markets LLC 27,500,000 Barclays Capital Inc. 12,245,000 17,500,000 Xxxxxxx Sachs & Co. LLC 10,000,000 KBC Securities USA LLC 10,000,000 Total $ 500,000,000 SCHEDULE 2 Filed pursuant to Rule 433 Registration Statement No. 333-238010 May 7, 2020 Pricing Term Sheet Mohawk Industries, Inc. $500,000,000 3.625% Senior Notes due 2030 Issuer Mohawk Industries, Inc. Issue of Notes 3.625% Senior Notes due 2030 Principal Amount $500,000,000 Trade Date May 7, 2020 Settlement Date* May 14, 2020 Maturity May 15, 2030 Interest Payment Dates May 15 and November 15, commencing November 15, 2020 Interest Rate 3.625% per annum Public Offering Price 99.883% Yield to Maturity 3.639% Benchmark Treasury 1.500% due February 15, 2030 Spread to Benchmark Treasury T + 300 bps Benchmark Treasury Price and Yield 108-04+ and 0.639% Make-whole Call T + 45 bps (at any time prior to February 15, 2030) Par Call At any time on or after February 15, 2030 CUSIP/ ISIN 608190 AL8 / US608190AL88 Schedule 2 - 1 Joint Book-Running Managers BofA Securities, Inc. X.X. Xxxxxx Securities LLC U.S. Bancorp Investments, Inc. 12,245,000 Mizuho Securities USA LLC PNC Capital One SouthcoastMarkets LLC SunTrust Xxxxxxxx Xxxxxxxx, Inc. 10,204,000 Canaccord Genuity Inc. 10,204,000 BB&T Capital Markets, a division of BB&T Xxxxx Fargo Securities, LLC 6,122,000 BOSCCo-Managers Barclays Capital Inc. BNP Paribas Securities Corp. Xxxxxxx Sachs & Co. LLC KBC Securities USA LLC UniCredit Capital Markets LLC * We expect that delivery of the notes will be made against payment therefor on or about the closing date which will be on or about the fifth business day following the date of pricing of the notes (this settlement cycle being referred to as “T+5”). Under Rule 15c6-l of the Exchange Act, trades in the secondary market are generally required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the notes prior to two business days before the date of delivery will be required, by virtue of the fact that the notes initially will settle in T+5, to specify an alternative settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of the notes who wish to trade the notes on the date of pricing or the next succeeding business day should consult their own advisor. The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting XXXXX on the SEC Web site at xxx.xxx.xxx. Alternatively, BofA Securities, Inc., X.X. Xxxxxx Securities LLC and U.S. Bancorp Investments, Inc. 6,122,000 ING Financial Markets LLC 6,122,000 can arrange to send you the prospectus if you request it by calling BofA Securities, Inc. toll-free at 1-800-831-9146, X.X. Xxxxxx & Company 4,082,000 Global Hunter SecuritiesSecurities LLC collect at 0-000-000-0000 or U.S. Bancorp Investments, LLC 4,082,000 Santander Investment Securities Inc. 4,082,000 Macquarie Capital (USA) toll-free at 0-000-000-0000. This pricing term sheet supplements the preliminary prospectus supplement issued by Mohawk Industries, Inc. 2,041,000 Total $ 200,000,000dated May 7, 2020. SCHEDULE 3 Issuer Free Writing Prospectus

Compliance with USA Patriot Act. The parties hereto acknowledge that in In accordance with the requirements of the USA PATRIOT Patriot Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their respective clients, including the Company, which information may include the name and address of their respective clients, as well as other information that will allow the Underwriters to properly identify their respective clients. If Please confirm, by signing and returning to us two (2) counterparts of this Agreement, that the Representatives are acting on behalf of themselves and the several Underwriters and that the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in correctly sets forth the space provided belowagreement among the Company and the several Underwriters. Very truly yours, NORTHERN OIL AND GASNEW YORK MORTGAGE TRUST, INC. By: /s/ Xxxxxxx Xxxxxx X. Xxxxx Name: Xxxxxxx Xxxxxx X. Xxxxx Title: Chief Executive Officer Signature Page to Underwriting Agreement Accepted: RBC Capital Markets, LLC, for itself Confirmed and on behalf accepted as of the several Underwriters listed in Schedule 1 heretodate first above mentioned: XXXXXX XXXXXXX & CO. LLC By: /s/ J. Xxxxx Xxxxxxxxx Xxxxxxx Xxxx Name: J. Xxxxx Xxxxxxxxx Xxxxxxx Xxxx Title: Managing Executive Director Head of Global Energy Leveraged Finance Canaccord Genuity Inc., as qualified independent underwriter CREDIT SUISSE SECURITIES (USA) LLC By: /s/ Xxxxxxxxx Xxxxxx Xxxxx Xxxxxxxx Name: Xxxxxxxxx Xxxxxx Xxxxx Xxxxxxxx Title: Managing Director As Representatives of the Several Underwriters Aggregate Principal Amount named in Schedule I hereto SCHEDULE I Underwriting Agreement dated August 9, 2018 Underwriters Number of Firm Securities to be Purchased Xxxxxx Xxxxxxx & Co. LLC 3,250,000 Credit Suisse Securities (USA) LLC 1,750,000 Barclays Capital Inc. 1,250,000 Deutsche Bank Securities Inc. 1,250,000 X.X. Xxxxxx Securities, LLC 1,250,000 Xxxxx, Xxxxxxxx & Xxxxx, Inc. 1,250,000 RBC Capital Markets, LLC $ 61,225,000 BMO Capital Markets Corp. 20,408,000 Scotia Capital (USA1,250,000 UBS Securities LLC 1,250,000 Total 12,500,000 SCHEDULE 1(j) Inc. 20,408,000 SunTrust Xxxxxxxx Xxxxxxxx, Inc. 20,408,000 KeyBanc Capital Markets Inc. 12,245,000 U.S. Bancorp Investments, Inc. 12,245,000 Capital One Southcoast, Inc. 10,204,000 Canaccord Genuity Inc. 10,204,000 BB&T Capital Markets, a division of BB&T SecuritiesEntity Company Ownership Kiawah River View Investors LLC 50.00 % The Clusters, LLC 6,122,000 BOSC, Inc. 6,122,000 ING Financial Markets LLC 6,122,000 X.X. Xxxxxx & Company 4,082,000 Global Hunter Securities38.67 % 34 SCHEDULE 1(xx) New York Mortgage Trust 2005-1 New York Mortgage Trust 2005-2 New York Mortgage Trust 2005-3 NYM Preferred Trust I NYM Preferred Trust II NYMT Loan Trust 2016-RP1, LLC 4,082,000 Santander Investment Securities Inc. 4,082,000 Macquarie Capital (USA) Inc. 2,041,000 Total $ 200,000,000NYMT Residential 2016-RP1, LLC NYMT Residential Tax 2016-RP1, LLC RB Commercial Trust Series 2012-RS1 SCHEDULE II Issuer General-Use Free Writing Prospectus None. SCHEDULE III Pricing and Other Information 12,500,000 shares at a public offering price of $6.16 per share with an underwriting discount of $0.16 per share with an option to purchase up to 1,875,000 additional shares at that same price and discount.

Compliance with USA Patriot Act. The parties hereto acknowledge that in In accordance with the requirements of the USA PATRIOT Patriot Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001))) and the requirements of 31.C.F.R. §1010.230, the Underwriters are required to obtain, verify and record information that identifies their respective clients, including the Company, which information may include the name and address of their respective clients, as well as other information that will allow the Underwriters to properly identify their respective clients. [Signature Pages Follow] If the foregoing letter is in accordance with your understandingunderstanding of our agreement, please indicate your acceptance of this Agreement by signing sign and return to us the enclosed duplicates hereof, whereupon it will become a binding agreement among the Company and the several Underwriters in the space provided belowaccordance with its terms. Very truly yours, NORTHERN OIL AND GAS, INC. PACKAGING CORPORATION OF AMERICA By: /s/ Xxxxxxx Xxxxx Xxxxxx X. Xxxxxx Name: Xxxxxxx Xxxxx Xxxxxx X. Xxxxxx Title: Chief Executive Officer Signature Page to Sr. VP – Finance and Controller [PCA – Underwriting Agreement] The foregoing Underwriting Agreement Accepted: RBC Capital Marketsis hereby confirmed and accepted as of the date first above written. DEUTSCHE BANK SECURITIES INC. XXXXX FARGO SECURITIES, LLC, for itself and on behalf LLC As Representatives of the several Underwriters listed in on Schedule 1 hereto. I By: Deutsche Bank Securities Inc. By: /s/ J. Xxxxx Xxxxxxxxx Name: J. Xxxxx Xxxxxxxxx Title: Managing Director Head of Global Energy Leveraged Finance Canaccord Genuity Inc., as qualified independent underwriter Xxxx X. Xxxxxxxxxx Authorized Officer By: /s/ Xxxxxxxxx Xxxxx Xxxxx Authorized Officer By: Xxxxx Fargo Securities, LLC By: /s/ Xxxxxxx Xxxxxx Name: Xxxxxxxxx Xxxxxx Title: Managing Director Authorized Officer [PCA – Underwriting Agreement] SCHEDULE I Schedule of Underwriters Underwriter Aggregate Principal Amount of Notes to be Purchased Deutsche Bank Securities RBC Capital MarketsInc. $ 104,000,000 Xxxxx Fargo Securities, LLC $ 61,225,000 BMO Capital Markets Corp. 20,408,000 Scotia Capital (USA) Inc. 20,408,000 SunTrust Xxxxxxxx Xxxxxxxx104,000,000 BofA Securities, Inc. 20,408,000 KeyBanc Capital Markets Inc. 12,245,000 $ 34,000,000 Mizuho Securities USA LLC $ 34,000,000 U.S. Bancorp Investments, Inc. 12,245,000 $ 34,000,000 BMO Capital One Southcoast, Markets Corp. $ 18,000,000 Citigroup Global Markets Inc. 10,204,000 Canaccord Genuity Inc. 10,204,000 BB&T $ 18,000,000 X.X. Xxxxxx Securities LLC $ 18,000,000 PNC Capital Markets, a division of BB&T SecuritiesMarkets LLC $ 18,000,000 Xxxxxxx Xxxxxxxx Xxxxx & Co., LLC 6,122,000 BOSC, Inc. 6,122,000 ING Financial Markets LLC 6,122,000 X.X. Xxxxxx & Company 4,082,000 Global Hunter Securities, LLC 4,082,000 Santander Investment Securities Inc. 4,082,000 Macquarie Capital (USA) Inc. 2,041,000 $ 18,000,000 Total $ 200,000,000400,000,000 SCHEDULE II

Compliance with USA Patriot Act. The parties hereto acknowledge that in In accordance with the requirements of the USA PATRIOT Patriot Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their respective clients, including the Company, which information may include the name and address of their respective clients, as well as other information that will allow the Underwriters to properly identify their respective clients. If Please confirm, by signing and returning to us two (2) counterparts of this Agreement, that the Representatives are acting on behalf of themselves and the several Underwriters and that the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in correctly sets forth the space provided belowagreement among the Company and the several Underwriters. Very truly yours, NORTHERN OIL AND GASNEW YORK MORTGAGE TRUST, INC. By: /s/ Xxxxxxx Xxxxxx X. Xxxxx Name: Xxxxxxx Xxxxxx X. Xxxxx Title: Chief Executive Officer Signature Page to Underwriting Agreement Accepted: RBC Capital Markets, LLC, for itself Confirmed and on behalf accepted as of the several Underwriters listed in Schedule 1 heretodate first above mentioned: XXXXXX XXXXXXX & CO. LLC By: /s/ J. Xxxxx Xxxxxxxxx Xxxxxxx Xxxx Name: J. Xxxxx Xxxxxxxxx Xxxxxxx Xxxx Title: Managing Executive Director Head of Global Energy Leveraged Finance Canaccord Genuity Inc., as qualified independent underwriter CREDIT SUISSE SECURITIES (USA) LLC By: /s/ Xxxxxxxxx Xxxxxx Xxxxx Xxxxx Name: Xxxxxxxxx Xxxxxx Xxxxx Xxxxx Title: Managing Director As Representatives of the Several Underwriters Aggregate Principal Amount named in Schedule I hereto SCHEDULE I Underwriting Agreement dated November 7, 2018 Underwriters Number of Firm Securities to be Purchased Xxxxxx Xxxxxxx & Co. LLC 3,250,000 Credit Suisse Securities (USA) LLC 1,750,000 Barclays Capital Inc. 1,250,000 Deutsche Bank Securities Inc. 1,250,000 X.X. Xxxxxx Securities, LLC 1,250,000 Xxxxx, Xxxxxxxx & Xxxxx, Inc. 1,250,000 RBC Capital Markets, LLC $ 61,225,000 BMO Capital Markets Corp. 20,408,000 Scotia Capital (USA1,250,000 UBS Securities LLC 1,250,000 Total 12,500,000 SCHEDULE 1(j) Inc. 20,408,000 SunTrust Xxxxxxxx Xxxxxxxx, Inc. 20,408,000 KeyBanc Capital Markets Inc. 12,245,000 U.S. Bancorp Investments, Inc. 12,245,000 Capital One Southcoast, Inc. 10,204,000 Canaccord Genuity Inc. 10,204,000 BB&T Capital Markets, a division of BB&T SecuritiesEntity Company Ownership Kiawah River View Investors LLC 50.00 % The Clusters, LLC 6,122,000 BOSC, Inc. 6,122,000 ING Financial Markets LLC 6,122,000 X.X. Xxxxxx & Company 4,082,000 Global Hunter Securities38.67 % 34 SCHEDULE 1(xx) New York Mortgage Trust 2005-1 New York Mortgage Trust 2005-2 New York Mortgage Trust 2005-3 NYM Preferred Trust I NYM Preferred Trust II NYMT Loan Trust 2016-RP1, LLC 4,082,000 Santander Investment Securities Inc. 4,082,000 Macquarie Capital (USA) Inc. 2,041,000 Total $ 200,000,000NYMT Residential 2016-RP1, LLC NYMT Residential Tax 2016-RP1, LLC RB Commercial Trust Series 2012-RS1 SCHEDULE II Issuer General-Use Free Writing Prospectus None. SCHEDULE III Pricing and Other Information 12,500,000 shares at a public offering price of $6.11 per share with an underwriting discount of $0.16 per share with an option to purchase up to 1,875,000 additional shares at that same price and discount.

Compliance with USA Patriot Act. The parties hereto acknowledge that in In accordance with the requirements of the USA PATRIOT Patriot Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their respective clients, including the Company, which information may include the name and address of their respective clients, as well as other information that will allow the Underwriters to properly identify their respective clients. If the foregoing is in accordance with your understanding, understanding please indicate your acceptance of this Agreement by signing in the space provided for that purpose below. Very truly yours, NORTHERN OIL AND GASEYEPOINT PHARMACEUTICALS, INC. By: /s/ Xxxxxxx Xxxxx Xxxxxx X. Xxxxxx Name: Xxxxxxx Xxxxx Xxxxxx X. Xxxxxx Title: Executive Vice President, Chief Executive Financial Officer Signature Page Accepted as of the date first above written: X.X. XXXXXX SECURITIES LLC Acting on their own behalf and as Representative of several Underwriters listed on Schedule A to this Agreement. By: X.X. XXXXXX SECURITIES LLC By: /s/ Xxxxx Xx Name: Xxxxx Xx Title: Managing Director SCHEDULE A Name Number of Shares of Firm Stock to be Purchased Number of Shares of Optional Stock to be Purchased X.X. Xxxxxx Securities LLC 4,705,882 705,882 Xxxxx and Company, LLC 2,941,177 441,176 Guggenheim Securities, LLC 2,000,000 300,000 Cantor Xxxxxxxxxx & Co. 1,176,471 176,471 Mizuho Securities USA LLC 588,235 88,235 Xxxxxxx & Company (UK) Ltd. 352,941 52,941 Total 11,764,706 1,764,705 SCHEDULE B General Use Free Writing Prospectuses None. SCHEDULE C Pricing Information Firm Stock to be Sold: 11,764,706 shares Offering Price: $17.00 per share Underwriting Discounts and Commissions: 6.0% Estimated Net Proceeds to the Company (after underwriting discounts and commissions, but before transaction expenses): $188,000,001.88 SCHEDULE D List of officers, directors and stockholders subject to Section 4(k) • Xxxxx Xxxxxx • Xxx Xxxxx • Xxxxxx Xxxxxx • Xxxxx Xxxxxxxxxx • Xxxxx Xxxxx • Xxxxxxx Xxxx • Xxxxx Xxxx • Xxxxx XxXxxxx • Xxxxx Xxxxx • Xxxx Xxxxxx • Xx Xxx • Xxxxxxx Xxxxxx • Xxxxx Xxxxxxx • Xxxxxx Xxxx • Ocumension Therapeutics Exhibit I Form of Lock-Up Agreement Accepted: RBC Capital Markets[•], LLC, for itself and on behalf 2023 X.X. XXXXXX SECURITIES LLC As Representative of the several Underwriters listed c/o X.X. Xxxxxx Securities LLC 000 Xxxxxxx Xxxxxx New York, New York 10179 Re: EYEPOINT PHARMACEUTICALS, INC. – Public Offering of Shares of Common Stock Ladies and Gentlemen: This letter agreement (“Agreement”) is being delivered to you in Schedule 1 hereto. By: /s/ J. Xxxxx Xxxxxxxxx Name: J. Xxxxx Xxxxxxxxx Title: Managing Director Head of Global Energy Leveraged Finance Canaccord Genuity connection with the proposed Underwriting Agreement (the “Underwriting Agreement”) by and among EyePoint Pharmaceuticals, Inc., as qualified independent underwriter By: /s/ Xxxxxxxxx Xxxxxx Name: Xxxxxxxxx Xxxxxx Title: Managing Director Underwriters Aggregate Principal Amount of Securities RBC Capital Marketsa Delaware corporation (the “Company”), LLC $ 61,225,000 BMO Capital Markets Corp. 20,408,000 Scotia Capital (USA) Inc. 20,408,000 SunTrust Xxxxxxxx Xxxxxxxx, Inc. 20,408,000 KeyBanc Capital Markets Inc. 12,245,000 U.S. Bancorp Investments, Inc. 12,245,000 Capital One Southcoast, Inc. 10,204,000 Canaccord Genuity Inc. 10,204,000 BB&T Capital Markets, a division of BB&T Securities, LLC 6,122,000 BOSC, Inc. 6,122,000 ING Financial Markets LLC 6,122,000 and X.X. Xxxxxx & Company 4,082,000 Global Hunter SecuritiesSecurities LLC (“X.X. Xxxxxx”), LLC 4,082,000 Santander Investment as representative (the “Representative”) of a group of underwriters (collectively, the “Underwriters”) to be named therein, relating to the proposed public offering (the “Offering”) of shares of the common stock, par value $0.001 per share (the “Common Stock”), of the Company. In order to induce the Underwriters to enter into the Underwriting Agreement, and in light of the benefits that the Offering will confer upon the undersigned in his, her or its capacity as a securityholder and/or an officer or director of the Company, and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the undersigned agrees with each Underwriter that, during the period beginning on the date hereof through and including the date that is the 60th day1 after the date of the Underwriting Agreement (the “Lock-Up Period”), the undersigned will not, and will not cause or direct any of his, her or its affiliates to, without the prior written consent of X.X. Xxxxxx, directly or indirectly, (i) offer, sell, assign, transfer, pledge, contract to sell, lend or otherwise dispose of, or, announce the intention to otherwise dispose of, any shares of Common Stock (including, without limitation, Common Stock which may be deemed to be beneficially owned by the undersigned in accordance with the rules and regulations promulgated under the Securities Inc. 4,082,000 Macquarie Capital Act of 1933, as amended (USAthe “Securities Act”) Inc. 2,041,000 Total $ 200,000,000as the same may be amended or supplemented from time to time (such shares, the “Beneficially Owned Shares”)) or securities convertible into or exercisable or exchangeable for Common Stock, (ii) enter into, or announce the intention to enter into, any swap, hedge or similar agreement or arrangement (including, without limitation, the purchase or sale of, or entry into, any put or call option, or combination thereof, forward, swap or any other derivative transaction or instrument, however described or defined) that transfers, is designed to transfer or reasonably could be expected to transfer (whether by the undersigned or someone other than the undersigned) in whole or in part, directly or indirectly, the economic risk of ownership of the Beneficially Owned Shares or securities convertible into or exercisable or exchangeable for Common Stock, whether now owned or hereafter acquired by the undersigned or with respect to which the undersigned has or hereafter acquires the power of disposition (the “Prohibited Activity”), or (iii) engage in, or announce the

Compliance with USA Patriot Act. The parties hereto acknowledge that in In accordance with the requirements of the USA PATRIOT Patriot Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their respective clients, including the Company, which information may include the name and address of their respective clients, as well as other information that will allow the Underwriters to properly identify their respective clients. If the foregoing is in accordance with your understandingunderstanding of our agreement, please indicate sign and return to us the enclosed duplicate hereof, whereupon this letter and your acceptance of this Agreement by signing in shall represent a binding agreement among the space provided belowCompany and the several Underwriters. Very truly yours, NORTHERN OIL AND GASXXXX CORPORATION, By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Vice President and Treasurer The foregoing Agreement is hereby confirmed and accepted as of the date specified above. By: CITIGROUP GLOBAL MARKETS INC. By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Chief Executive Officer Signature Page to Underwriting Agreement Accepted: RBC Capital Markets, LLC, for itself and on behalf of the several Underwriters listed in Schedule 1 hereto. By: /s/ J. Xxxxx Xxxxxxxxx Name: J. Xxxxx Xxxxxxxxx Title: Managing Director Head of Global Energy Leveraged Finance Canaccord Genuity Inc., as qualified independent underwriter By: /s/ Xxxxxxxxx Xxxxxxxx Xxxxxx Name: Xxxxxxxxx Xxxxxxxx Xxxxxx Title: Managing Director For itself and the other several Underwriters Aggregate named in Schedule I to the foregoing Agreement. By: DEUTSCHE BANK SECURITIES INC. As the Independent Underwriter By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Managing Director By: /s/ Xxxxx Xxxxxxxxx Name: Xxxxx Xxxxxxxxx Title: Director SCHEDULE I Underwriter Principal Amount of Offered Securities RBC Capital Marketsto be Purchased Citigroup Global Markets Inc. $ 137,500,000.00 X.X. Xxxxxx Securities LLC $ 82,500,000.00 Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated $ 71,500,000.00 Xxxxx Fargo Securities, LLC $ 61,225,000 BMO 71,500,000.00 PNC Capital Markets Corp. 20,408,000 LLC $ 60,500,000.00 SMBC Nikko Securities America, Inc. $ 44,000,000.00 Scotia Capital (USA) LLC $ 33,000,000.00 MUFG Securities Americas Inc. 20,408,000 SunTrust Xxxxxxxx Xxxxxxxx, Inc. 20,408,000 KeyBanc Capital Markets Inc. 12,245,000 U.S. Bancorp Investments, Inc. 12,245,000 Capital One Southcoast, Inc. 10,204,000 Canaccord Genuity Inc. 10,204,000 BB&T Capital Markets, a division of BB&T Securities, LLC 6,122,000 BOSC, Inc. 6,122,000 ING Financial Markets LLC 6,122,000 X.X. Xxxxxx & Company 4,082,000 Global Hunter Securities, LLC 4,082,000 Santander Investment $ 16,500,000.00 Deutsche Bank Securities Inc. 4,082,000 Macquarie Capital $ 16,500,000.00 TD Securities (USA) LLC $ 16,500,000.00 TOTAL: $ 550,000,000 SCHEDULE II SIGNIFICANT SUBSIDIARIES OF XXXX CORPORATION Significant Subsidiary Shareholders/Members Blue Cube Holding LLC Blue Cube Spinco LLC Blue Cube Holdings C.V. Blue Cube International Holdings LLC Blue Cube Holding LLC Blue Cube Intermediate Holding 1 LLC Blue Cube Holdings C.V. Blue Cube International Holdings LLC Blue Cube Spinco LLC Blue Cube Operations LLC Blue Cube Holding LLC Blue Cube Spinco LLC Xxxx Corporation Nedastra International C.V. Blue Cube Intermediate Holding 2 LLC Blue Cube Intermediate Holding 1 LLC Olin Sunbelt, Inc. 2,041,000 Total $ 200,000,000Xxxx Corporation Olin Sunbelt II, Inc. Xxxx Corporation Olin Chlorine 7, LLC Blue Cube Holding LLC Sunbelt Chlor Alkali Partnership Olin Sunbelt, Inc. Xxxx Sunbelt II, Inc. Xxxx Corporation Winchester Ammunition, Inc. Xxxx Corporation SCHEDULE III [See attached] SCHEDULE IV CERTAIN XXXX CORPORATION DEBT AGREEMENTS

Compliance with USA Patriot Act. The parties hereto acknowledge that in In accordance with the requirements of the USA PATRIOT Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their respective clients, including the CompanyCompany and the Guarantors, which information may include the name and address of their respective clients, as well as other information that will allow the Underwriters to properly identify their respective clients. [Signature Page Follows] If the foregoing is in accordance with your understandingthe Representative’s understanding of our agreement, please indicate your acceptance kindly sign and return to the Company one of this Agreement by signing the counterparts hereof, whereupon it will become a binding agreement among the Company, the Guarantors and the several Underwriters in the space provided belowaccordance with its terms. Very truly yours, NORTHERN OIL AND GASTHE CHEMOURS COMPANY THE CHEMOURS COMPANY THE CHEMOURS COMPANY FC, LLC CHEMFIRST INC. FIRST CHEMICAL CORPORATION FIRST CHEMICAL TEXAS, L.P. FT CHEMICAL, INC. FIRST CHEMICAL HOLDINGS, LLC By: /s/ Xxxxxxx Xxxxx Sxxxxx Xxxxxx Name: Xxxxxxx Xxxxx /s/ Sxxxxx Xxxxxx Title: Chief Executive Officer Signature Page to Underwriting Agreement Treasurer Accepted: RBC Capital Markets, LLC, for itself and CITIGROUP GLOBAL MARKETS INC. Acting on behalf of itself and the several Underwriters listed named in Schedule 1 hereto. A hereto By: /s/ J. Xxxxx Xxxxxxxxx Txxxxx Xxxx Name: J. Xxxxx Xxxxxxxxx Txxxxx Xxxx Title: Managing Director Head of Global Energy Leveraged Finance Canaccord Genuity Inc., as qualified independent underwriter By: /s/ Xxxxxxxxx Xxxxxx Name: Xxxxxxxxx Xxxxxx Title: Managing Director SCHEDULE A UNDERWRITERS Underwriters Aggregate Principal Amount of Offered Securities RBC Capital Markets, to be Purchased Citigroup Global Markets Inc. € 112,500,000.00 J.X. Xxxxxx Securities plc € 67,500,000.00 Barclays Bank PLC € 42,750,000.00 Credit Suisse Securities (USA) LLC $ 61,225,000 BMO Capital Markets Corp. 20,408,000 Scotia Capital € 38,250,000.00 HSBC Securities (USA) Inc. 20,408,000 € 36,000,000.00 RBC Europe Limited € 36,000,000.00 Mxxxxxx Lxxxx International € 22,500,000.00 Deutsche Bank Securities Inc. € 22,500,000.00 Mizuho International plc € 22,500,000.00 TD Securities (USA) LLC € 22,500,000.00 SunTrust Xxxxxxxx Rxxxxxxx Xxxxxxxx, Inc. 20,408,000 KeyBanc Capital Markets Inc. 12,245,000 U.S. Bancorp Investments, Inc. 12,245,000 Capital One Southcoast, Inc. 10,204,000 Canaccord Genuity Inc. 10,204,000 BB&T € 9,000,000.00 BNP Paribas € 9,000,000.00 Citizens Capital Markets, a division of BB&T SecuritiesInc. € 9,000,000.00 Total € 450,000,000.00 SCHEDULE B GUARANTORS The Chemours Company FC, LLC 6,122,000 BOSCChemFirst Inc. First Chemical Corporation First Chemical Texas, L.P. FT Chemical, Inc. 6,122,000 ING Financial Markets LLC 6,122,000 X.X. Xxxxxx & Company 4,082,000 Global Hunter SecuritiesFirst Chemical Holdings, LLC 4,082,000 Santander Investment Securities Inc. 4,082,000 Macquarie Capital (USA) Inc. 2,041,000 Total $ 200,000,000SCHEDULE C

Compliance with USA Patriot Act. The parties hereto acknowledge that in In accordance with the requirements of the USA PATRIOT Patriot Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)), the Underwriters Initial Purchasers are required to obtain, verify and record information that identifies their respective clients, including the Company, which information may include the name and address of their respective clients, as well as other information that will allow the Underwriters Initial Purchasers to properly identify their respective clients. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, NORTHERN OIL THE MCCLATCHY COMPANY By: /s/ Xxxxxx Xxxxxxxx Name: Xxxxxx Xxxxxxxx Title: Vice President, Finance, Chief Financial Officer and Treasurer ABOARD PUBLISHING, INC. ANCHORAGE DAILY NEWS, INC. XXXXXX PUBLISHING COMPANY, INC. BISCAYNE BAY PUBLISHING, INC. CASS COUNTY PUBLISHING COMPANY COLUMBUS LEDGER-ENQUIRER, INC. CYPRESS MEDIA, INC. EAST COAST NEWSPAPERS, INC. GULF PUBLISHING COMPANY, INC. HLB NEWSPAPERS, INC. KELTATIM PUBLISHING COMPANY, INC. KEYNOTER PUBLISHING COMPANY, INC. XXX’X SUMMIT JOURNAL, INCORPORATED LEXINGTON H-L SERVICES, INC. MACON TELEGRAPH PUBLISHING COMPANY MAIL ADVERTISING CORPORATION MCCLATCHY INTERACTIVE WEST MCCLATCHY INVESTMENT COMPANY MCCLATCHY NEWSPAPERS, INC. MCCLATCHY U.S.A., INC. MIAMI HERALD MEDIA COMPANY NEWSPRINT VENTURES, INC. NITTANY PRINTING AND GASPUBLISHING COMPANY NOR-TEX PUBLISHING, INC. OLYMPIC-CASCADE PUBLISHING, INC. PACIFIC NORTHWEST PUBLISHING COMPANY, INC. STAR-TELEGRAM, INC. TACOMA NEWS, INC. THE BRADENTON HERALD, INC. THE CHARLOTTE OBSERVER PUBLISHING COMPANY THE NEWS AND OBSERVER PUBLISHING COMPANY THE STATE MEDIA COMPANY THE SUN PUBLISHING COMPANY, INC. TRIBUNE NEWSPRINT COMPANY WICHITA EAGLE AND BEACON PUBLISHING COMPANY, INC. XXXXXXX PAPER COMPANY By: /s/ Xxxxxx Xxxxxxxx Name: Xxxxxx Xxxxxxxx Title: Vice President MCCLATCHY INTERACTIVE LLC MCCLATCHY MANAGEMENT SERVICES, INC. By: /s/ Xxxxxxx Xxxxx Xxxxxx Xxxxxxxx Name: Xxxxxxx Xxxxx Xxxxxx Xxxxxxxx Title: Chief Executive Officer Signature Page to Underwriting Agreement AcceptedPresident BELLINGHAM HERALD PUBLISHING, LLC IDAHO STATESMAN PUBLISHING, LLC OLYMPIAN PUBLISHING, LLC By: RBC Capital MarketsPacific Northwest Publishing Company, LLCInc., for itself and on behalf of the several Underwriters listed in Schedule 1 hereto. its Sole Member By: /s/ J. Xxxxx Xxxxxxxxx Xxxxxx Xxxxxxxx Name: J. Xxxxx Xxxxxxxxx Xxxxxx Xxxxxxxx Title: Managing Director Head of Global Energy Leveraged Finance Canaccord Genuity Vice President CYPRESS MEDIA, LLC By: Cypress Media, Inc., as qualified independent underwriter its Sole Member By: /s/ Xxxxxxxxx Xxxxxx Xxxxxxxx Name: Xxxxxxxxx Xxxxxx Xxxxxxxx Title: Managing Director Underwriters Aggregate Principal Amount of Securities RBC Capital MarketsVice President SAN XXXX OBISPO TRIBUNE, LLC $ 61,225,000 BMO Capital Markets Corp. 20,408,000 Scotia Capital (USA) Inc. 20,408,000 SunTrust By: The McClatchy Company, its Sole Member By: /s/ Xxxxxx Xxxxxxxx XxxxxxxxName: Xxxxxx Xxxxxxxx Title: Vice President Accepted: December 3, Inc. 20,408,000 KeyBanc Capital Markets Inc. 12,245,000 U.S. Bancorp Investments, Inc. 12,245,000 Capital One Southcoast, Inc. 10,204,000 Canaccord Genuity Inc. 10,204,000 BB&T Capital Markets, a division of BB&T Securities, LLC 6,122,000 BOSC, Inc. 6,122,000 ING Financial Markets LLC 6,122,000 X.X. Xxxxxx & Company 4,082,000 Global Hunter Securities, LLC 4,082,000 Santander Investment Securities Inc. 4,082,000 Macquarie Capital (USA) Inc. 2,041,000 Total $ 200,000,0002012

Compliance with USA Patriot Act. The parties hereto acknowledge that in In accordance with the requirements of the USA PATRIOT Patriot Act (Title III of Pub. L. L, 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their respective clients, including the Company, which information may include the name and address of their respective clients, as well as other information that will allow the Underwriters to properly identify their respective clients. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, NORTHERN OIL AND GAS, McKESSON CORPORATION By: /s/ Xxxxxxxx Xxxxxx Name: Xxxxxxxx Xxxxxx Title: Senior Vice President and Treasurer Signature Page to the Underwriting Agreement The foregoing Underwriting Agreement is hereby confirmed and accepted by the Representatives as of the date first above written. BARCLAYS CAPITAL INC. By: /s/ Xxxxxxx Xxxxx Xxxxx Name: Xxxxxxx Xxxxx Xxxxx Title: Chief Executive Officer Signature Page to Underwriting Agreement Accepted: RBC Capital Markets, LLC, for itself and on behalf of the several Underwriters listed in Schedule 1 heretoManaging Director CITIGROUP GLOBAL MARKETS INC. By: /s/ J. Xxxxx X. Xxxxxxxxx Name: J. Xxxxx X. Xxxxxxxxx Title: Managing Director Head of Global Energy Leveraged Finance Canaccord Genuity Inc., as qualified independent underwriter By: /s/ Xxxxxxxxx Xxxxxx Name: Xxxxxxxxx Xxxxxx Title: Managing Director Underwriters Aggregate Signature Page to the Underwriting Agreement SCHEDULE I Underwriter Principal Amount of Securities RBC Barclays Capital MarketsInc. $ 75,000,000 Citigroup Global Markets Inc. 75,000,000 Xxxxx Fargo Securities, LLC $ 61,225,000 BMO 50,000,000 BofA Securities, Inc. 27,500,000 Xxxxxxx Xxxxx & Co. LLC 27,500,000 HSBC Securities (USA) Inc. 27,500,000 X.X. Xxxxxx Securities LLC 27,500,000 BNP Paribas Securities Corp. 20,000,000 Deutsche Bank Securities Inc. 20,000,000 PNC Capital Markets Corp. 20,408,000 LLC 20,000,000 Scotia Capital (USA) Inc. 20,408,000 SunTrust Xxxxxxxx Xxxxxxxx, Inc. 20,408,000 KeyBanc 20,000,000 TD Securities (USA) LLC 20,000,000 UniCredit Capital Markets Inc. 12,245,000 LLC 20,000,000 U.S. Bancorp Investments, Inc. 12,245,000 Capital One Southcoast, Inc. 10,204,000 Canaccord Genuity Inc. 10,204,000 BB&T Capital Markets, a division of BB&T Securities, LLC 6,122,000 BOSC, Inc. 6,122,000 20,000,000 ING Financial Markets LLC 6,122,000 X.X. Xxxxxx 15,000,000 MUFG Securities Americas Inc. 15,000,000 NatWest Markets Securities Inc. 15,000,000 Xxxxxxx Xxxxxxxx Xxxxx & Company 4,082,000 Global Hunter SecuritiesCo., LLC 4,082,000 Santander Investment Securities Inc. 4,082,000 Macquarie Capital (USA) Inc. 2,041,000 5,000,000 Total $ 200,000,000500,000,000 SCHEDULE II

Compliance with USA Patriot Act. The parties hereto acknowledge that in In accordance with the requirements of the USA PATRIOT Patriot Act (Title III of Pub. L. L, 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their respective clients, including the Company, which information may include the name and address of their respective clients, as well as other information that will allow the Underwriters to properly identify their respective clients. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, NORTHERN OIL AND GASMcKESSON CORPORATION By: Xxxxxxxx Xxxxxx Name: Xxxxxxxx Xxxxxx Title: Senior Vice President, Treasurer Signature Page to the Underwriting Agreement The foregoing Underwriting Agreement is hereby confirmed and accepted by the Representatives as of the date first above written. BOFA SECURITIES, INC. By: /s/ Xxxxxxx Xxxxx Xxxxxx Name: Xxxxxxx Xxxxx Title: Chief Executive Officer Signature Page to Underwriting Agreement Accepted: RBC Capital Markets, LLC, for itself and on behalf of the several Underwriters listed in Schedule 1 hereto. By: /s/ J. Xxxxx Xxxxxxxxx Name: J. Xxxxx Xxxxxxxxx Title: Managing Director Head of Global Energy Leveraged Finance Canaccord Genuity Inc., as qualified independent underwriter By: /s/ Xxxxxxxxx Xxxxxx Name: Xxxxxxxxx Xxxxxx Title: Managing Director Underwriters Aggregate HSBC SECURITIES (USA) INC. By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: Managing Director Signature Page to the Underwriting Agreement SCHEDULE I Underwriter Principal Amount of BofA Securities, Inc. $ 110,000,000 HSBC Securities RBC (USA) Inc. 110,000,000 X.X. Xxxxxx Securities LLC 82,500,000 Barclays Capital MarketsInc. 18,750,000 Citigroup Global Markets Inc. 18,750,000 Xxxxxxx Xxxxx & Co. LLC 18,750,000 Xxxxx Fargo Securities, LLC $ 61,225,000 BMO 18,750,000 BNP Paribas Securities Corp. 13,750,000 Deutsche Bank Securities Inc. 13,750,000 PNC Capital Markets Corp. 20,408,000 LLC 13,750,000 Scotia Capital (USA) Inc. 20,408,000 SunTrust Xxxxxxxx Xxxxxxxx, Inc. 20,408,000 KeyBanc 13,750,000 TD Securities (USA) LLC 13,750,000 UniCredit Capital Markets Inc. 12,245,000 LLC 13,750,000 U.S. Bancorp Investments, Inc. 12,245,000 Capital One Southcoast, Inc. 10,204,000 Canaccord Genuity Inc. 10,204,000 BB&T Capital Markets, a division of BB&T Securities, LLC 6,122,000 BOSC, Inc. 6,122,000 13,750,000 ING Financial Markets LLC 6,122,000 X.X. Xxxxxx & Company 4,082,000 Global Hunter Securities, LLC 4,082,000 Santander Investment 8,750,000 MUFG Securities Americas Inc. 8,750,000 NatWest Markets Securities Inc. 4,082,000 Macquarie Capital (USA) Inc. 2,041,000 8,750,000 Total $ 200,000,000500,000,000 SCHEDULE II

Compliance with USA Patriot Act. The parties hereto acknowledge that in In accordance with the requirements of the USA PATRIOT Patriot Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their respective clients, including the Company, which information may include the name and address of their respective clients, as well as other information that will allow the Underwriters to properly identify their respective clients. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, NORTHERN OIL AND GASAGILENT TECHNOLOGIES, INC. By: /s/ Xxxxxxxxx Xxxxxxx Xxxxx Name: Xxxxxxxxx Xxxxxxx Xxxxx Title: Chief Executive Officer Signature Page to Underwriting Agreement Accepted: RBC Capital Markets, LLC, for itself Vice President and on behalf Treasurer Accepted as of the date hereof BARCLAYS CAPITAL INC. CITIGROUP GLOBAL MARKETS INC. and X.X. XXXXXX SECURITIES LLC As Representatives of the several Underwriters listed in Schedule 1 hereto. BARCLAYS CAPITAL INC. By: /s/ J. Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Managing Director CITIGROUP GLOBAL MARKETS INC. By: /s/ Xxxxx X. Xxxxxxxxx Name: J. Xxxxx X. Xxxxxxxxx Title: Managing Director Head of Global Energy Leveraged Finance Canaccord Genuity Inc., as qualified independent underwriter X.X. XXXXXX SECURITIES LLC By: /s/ Xxxxxxxxx Xxxxxx Som Xxxxxxxxxxxxx Name: Xxxxxxxxx Xxxxxx Som Xxxxxxxxxxxxx Title: Managing Executive Director Underwriters Aggregate Schedule 1 Underwriter Principal Amount of Securities RBC Barclays Capital Markets, Inc. $ 221,000,000 Citigroup Global Markets Inc. 221,000,000 X.X. Xxxxxx Securities LLC $ 61,225,000 BMO Capital Markets 221,000,000 BNP Paribas Securities Corp. 20,408,000 Scotia Capital 51,000,000 MUFG Securities Americas Inc. 51,000,000 Credit Suisse Securities (USA) LLC 25,500,000 HSBC Securities (USA) Inc. 20,408,000 SunTrust Xxxxxxxx Xxxxxxxx, Inc. 20,408,000 25,500,000 KeyBanc Capital Markets Inc. 12,245,000 U.S. Bancorp Investments25,500,000 Penserra Securities LLC 8,500,000 Total $ 850,000,000 Annex A Time of Sale Information Free Writing Prospectus (consisting of a pricing term sheet substantially in the form of Annex B hereto) dated March 3, 2021. Annex B Filed Pursuant to Rule 433 Registration No. 333-233593 Issuer Free Writing Prospectus dated March 3, 2021 Relating to Preliminary Prospectus Supplement dated March 3, 2021 Agilent Technologies, Inc. 12,245,000 Capital One Southcoast, Inc. 10,204,000 Canaccord Genuity Inc. 10,204,000 BB&T Capital Markets, a division of BB&T Securities, LLC 6,122,000 BOSC, Inc. 6,122,000 ING Financial Markets LLC 6,122,000 X.X. Xxxxxx & Company 4,082,000 Global Hunter Securities, LLC 4,082,000 Santander Investment Securities Inc. 4,082,000 Macquarie Capital (USA) Inc. 2,041,000 Total $ 200,000,000Pricing Term Sheet

Compliance with USA Patriot Act. The parties hereto acknowledge that in In accordance with the requirements of the USA PATRIOT Patriot Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their respective clients, including the Company, which information may include the name and address of their respective clients, as well as other information that will allow the Underwriters to properly identify their respective clients. If Please confirm, by signing and returning to us two (2) counterparts of this Agreement, that the Representatives are acting on behalf of themselves and the several Underwriters and that the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in correctly sets forth the space provided belowagreement among the Company and the several Underwriters. Very truly yours, NORTHERN OIL AND GASNEW YORK MORTGAGE TRUST, INC. By: /s/ Xxxxxxx Xxxxxx X. Xxxxx Name: Xxxxxxx Xxxxxx X. Xxxxx Title: Chief Executive Officer Signature Page to Underwriting Agreement Accepted: RBC Capital Markets, LLC, for itself Confirmed and on behalf accepted as of the several Underwriters listed in Schedule 1 heretodate first above mentioned: XXXXXX XXXXXXX & CO. LLC By: /s/ J. Xxxxx Xxxxxxxxx Xxxxxxx Xxxx Name: J. Xxxxx Xxxxxxxxx Xxxxxxx Xxxx Title: Managing Director Head As Representative of Global Energy Leveraged Finance Canaccord Genuity Inc.the Several Underwriters named in Schedule I hereto SCHEDULE I Underwriting Agreement dated May 8, as qualified independent underwriter By: /s/ Xxxxxxxxx 2019 Underwriters Number of Firm Securities to be Purchased Xxxxxx Name: Xxxxxxxxx Xxxxxx Title: Managing Director Underwriters Aggregate Principal Amount of Xxxxxxx & Co. LLC 5,760,000 Barclays Capital Inc. 3,060,000 Credit Suisse Securities RBC Capital Markets, LLC $ 61,225,000 BMO Capital Markets Corp. 20,408,000 Scotia Capital (USA) Inc. 20,408,000 SunTrust Xxxxxxxx Xxxxxxxx, Inc. 20,408,000 KeyBanc Capital Markets Inc. 12,245,000 U.S. Bancorp Investments, Inc. 12,245,000 Capital One Southcoast, Inc. 10,204,000 Canaccord Genuity Inc. 10,204,000 BB&T Capital Markets, a division of BB&T LLC 3,060,000 X.X. Xxxxxx Securities, LLC 6,122,000 BOSC3,060,000 UBS Securities LLC 3,060,000 Total 18,000,000 SCHEDULE 1(j) Entity Company Ownership Kiawah River View Investors LLC 50.00 % SCHEDULE 1(xx) New York Mortgage Trust 2005-1 New York Mortgage Trust 2005-2 New York Mortgage Trust 2005-3 NYM Preferred Trust I NYM Preferred Trust II SCHEDULE II Issuer General-Use Free Writing Prospectus None. SCHEDULE III Pricing and Other Information 18,000,000 shares with an option to purchase up to 2,700,000 additional shares. The price per share for the Securities shall be, Inc. 6,122,000 ING Financial Markets LLC 6,122,000 X.X. Xxxxxx & Company 4,082,000 Global Hunter Securitiesas to each investor, LLC 4,082,000 Santander Investment Securities Inc. 4,082,000 Macquarie Capital (USA) Inc. 2,041,000 Total $ 200,000,000the price paid by such investor.

Compliance with USA Patriot Act. The parties hereto acknowledge that in In accordance with the requirements of the USA PATRIOT Patriot Act (Title III of Pub. L. L, 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their respective clients, including the Company, which information may include the name and address of their respective clients, as well as other information that will allow the Underwriters to properly identify their respective clients. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, NORTHERN OIL AND GAS, INCMcKESSON CORPORATION By: /s/ Xxxxxxxx Xxxxxx Name: Xxxxxxxx Xxxxxx Title: Senior Vice President and Treasurer Signature Page to the Underwriting Agreement The foregoing Underwriting Agreement is hereby confirmed and accepted by the Representatives as of the date first above written. BNP PARIBAS SECURITIES CORP. By: /s/ Xxxxxxxxx Xxxxxxx Xxxxx Name: Xxxxxxxxx Xxxxxxx Xxxxx Title: Chief Executive Officer Signature Page to Underwriting Agreement Accepted: RBC Capital Markets, LLC, for itself and on behalf of the several Underwriters listed in Schedule 1 hereto. By: /s/ J. Xxxxx Xxxxxxxxx Name: J. Xxxxx Xxxxxxxxx Title: Managing Director Head of Global Energy Leveraged Finance Canaccord Genuity Inc.XXXXX FARGO SECURITIES, as qualified independent underwriter LLC By: /s/ Xxxxxxxxx Xxxxxxx Xxxxxx Name: Xxxxxxxxx Xxxxxxx Xxxxxx Title: Managing Director Underwriters Aggregate Signature Page to the Underwriting Agreement SCHEDULE I Underwriter Principal Amount of Xxxxxx BNP Paribas Securities RBC Capital MarketsCorp. $ 100,000,000 Xxxxx Fargo Securities, LLC $ 61,225,000 BMO 100,000,000 TD Securities (USA) LLC 50,000,000 BofA Securities, Inc. 25,000,000 X.X. Xxxxxx Securities LLC 25,000,000 Barclays Capital Inc. 25,000,000 Citigroup Global Markets Inc. 25,000,000 Xxxxxxx Xxxxx & Co. LLC 25,000,000 Deutsche Bank Securities Inc. 15,000,000 HSBC Securities (USA) Inc. 15,000,000 PNC Capital Markets Corp. 20,408,000 LLC 15,000,000 Scotia Capital (USA) Inc. 20,408,000 SunTrust Xxxxxxxx Xxxxxxxx15,000,000 Truist Securities, Inc. 20,408,000 KeyBanc Capital Markets Inc. 12,245,000 15,000,000 U.S. Bancorp Investments, Inc. 12,245,000 Capital One Southcoast, Inc. 10,204,000 Canaccord Genuity Inc. 10,204,000 BB&T Capital Markets, a division of BB&T Securities, LLC 6,122,000 BOSC, Inc. 6,122,000 15,000,000 ING Financial Markets LLC 6,122,000 X.X. Xxxxxx & Company 4,082,000 Global Hunter 10,000,000 SG Americas Securities, LLC 4,082,000 Santander Investment Securities 10,000,000 UniCredit Capital Markets LLC 10,000,000 Xxxxxx X. Xxxxxxx & Company, Inc. 4,082,000 Macquarie Capital (USA) Inc. 2,041,000 5,000,000 Total $ 200,000,000500,000,000 SCHEDULE II

Compliance with USA Patriot Act. The parties hereto acknowledge that in In accordance with the requirements of the USA PATRIOT Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)), the Underwriters Initial Purchasers are required to obtain, verify and record information that identifies their respective clients, including the CompanyCompany and the Guarantors, which information may include the name and address of their respective clients, as well as other information that will allow the Underwriters Initial Purchasers to properly identify their respective clients. [Signature Page Follows] If the foregoing is in accordance with your understandingthe Representative’s understanding of our agreement, please indicate your acceptance kindly sign and return to the Company one of this Agreement by signing the counterparts hereof, whereupon it will become a binding agreement among the Company, the Guarantors and the several Initial Purchasers in the space provided belowaccordance with its terms. Very truly yours, NORTHERN OIL AND GASTHE CHEMOURS COMPANY THE CHEMOURS COMPANY THE CHEMOURS COMPANY FC, LLC CHEMFIRST INC. FIRST CHEMICAL CORPORATION FIRST CHEMICAL TEXAS, L.P. FT CHEMICAL, INC. FIRST CHEMICAL HOLDINGS, LLC By: /s/ Xxxxxxx Xxxxx Xxxxxx Xxxxxx Name: Xxxxxxx Xxxxx Xxxxxx Xxxxxx Title: Senior Vice President and Chief Executive Financial Officer Signature Page to Underwriting Agreement Accepted: RBC Capital Markets, LLC, for itself and X.X. XXXXXX SECURITIES LLC Acting on behalf of itself and the several Underwriters listed Initial Purchasers named in Schedule 1 hereto. By: /s/ J. Xxxxx Xxxxxxxxx Name: J. Xxxxx Xxxxxxxxx Title: Managing Director Head of Global Energy Leveraged Finance Canaccord Genuity Inc., as qualified independent underwriter A hereto By: /s/ Xxxxxxxxx Xxxxxx Name: Xxxxxxxxx Xxxxxx Title: Managing Director Underwriters Aggregate SCHEDULE A INITIAL PURCHASERS Initial Purchasers Principal Amount of Offered Securities to be Purchased X.X. Xxxxxx Securities LLC $ 200,000,000 Citigroup Global Markets Inc. $ 80,000,000 Credit Suisse Securities (USA) LLC $ 72,000,000 RBC Capital Markets, LLC $ 61,225,000 BMO 72,000,000 Barclays Capital Markets Corp. 20,408,000 Scotia Capital Inc. $ 64,000,000 Deutsche Bank Securities Inc. $ 56,000,000 TD Securities (USA) LLC $ 56,000,000 HSBC Securities (USA) Inc. 20,408,000 SunTrust Xxxxxxxx Xxxxxxxx$ 48,000,000 BofA Securities, Inc. 20,408,000 KeyBanc Capital Markets Inc. 12,245,000 U.S. Bancorp Investments$ 40,000,000 Mizuho Securities USA LLC $ 40,000,000 Truist Securities, Inc. 12,245,000 Capital One Southcoast, Inc. 10,204,000 Canaccord Genuity Inc. 10,204,000 BB&T $ 40,000,000 BNP Paribas Securities Corp. $ 16,000,000 Citizens Capital Markets, a division of BB&T SecuritiesInc. $ 16,000,000 Total $ 800,000,000 SCHEDULE B GUARANTORS The Chemours Company FC, LLC 6,122,000 BOSCChemFirst Inc. First Chemical Corporation First Chemical Texas, L.P. FT Chemical, Inc. 6,122,000 ING Financial Markets LLC 6,122,000 X.X. Xxxxxx & Company 4,082,000 Global Hunter SecuritiesFirst Chemical Holdings, LLC 4,082,000 Santander Investment Securities Inc. 4,082,000 Macquarie Capital (USA) Inc. 2,041,000 Total $ 200,000,000SCHEDULE C

Compliance with USA Patriot Act. The parties hereto acknowledge that in In accordance with the requirements of the USA PATRIOT Act (Title III of Pub. L. 107-56 (signed into law on October 26, 2001)), the Underwriters Initial Purchasers are required to obtain, verify and record information that identifies their respective clients, including the CompanyCompany and the Subsidiary Guarantors, which information may include the name and address addresses of their respective clients, as well as other information that will allow the Underwriters Initial Purchasers to properly identify their respective clients. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, NORTHERN OIL AND GASRANGE RESOURCES CORPORATION By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Senior Vice President and Chief Financial Officer RANGE RESOURCES-PINE MOUNTAIN, INC. RANGE RESOURCES-MIDCONTINENT, LLC RANGE PRODUCTION COMPANY, LLC RANGE RESOURCES-APPALACHIA, LLC RANGE RESOURCES – LOUISIANA, INC. RANGE LOUISIANA OPERATING, LLC By: /s/ Xxxx X. Xxxxxxx Xxxxx Name: Xxxx X. Xxxxxxx Xxxxx Title: Senior Vice President – Chief Executive Financial Officer Signature Page to Underwriting Agreement Accepted: RBC Capital Markets, LLC, for and Treasurer X.X. Xxxxxx Securities LLC For itself and on behalf of the several Underwriters Initial Purchasers listed in Schedule 1 hereto. X.X. XXXXXX SECURITIES LLC By: /s/ J. Xxxxx Xxxxxxxxx X’Xxxxxxx Name: J. Xxxxx Xxxxxxxxx X’Xxxxxxx Title: Managing Director Head of Global Energy Leveraged Finance Canaccord Genuity Inc., as qualified independent underwriter By: /s/ Xxxxxxxxx Xxxxxx Name: Xxxxxxxxx Xxxxxx Title: Managing Director Underwriters Aggregate Schedule 1 Initial Purchaser Principal Amount of X.X. Xxxxxx Securities LLC $ 87,000,000 BofA Securities, Inc. $ 36,000,000 Xxxxx Fargo Securities, LLC $ 36,000,000 Barclays Capital Inc. $ 15,000,000 BMO Capital Markets Corp. $ 15,000,000 Citigroup Global Markets Inc. $ 15,000,000 Credit Suisse Securities (USA) LLC $ 15,000,000 Mizuho Securities USA LLC $ 13,500,000 RBC Capital Markets, LLC $ 61,225,000 BMO 13,500,000 PNC Capital Markets LLC $ 12,000,000 Truist Securities, Inc. $ 9,000,000 Credit Agricole Securities (USA) Inc. $ 6,000,000 MUFG Securities Americas Inc. $ 6,000,000 BBVA Securities Inc. $ 3,000,000 BOK Financial Securities, Inc. $ 3,000,000 SG Americas Securities, LLC $ 3,000,000 U.S. Bancorp Investments, Inc. $ 3,000,000 ABN AMRO Securities (USA) LLC $ 1,500,000 Capital One Securities, Inc. $ 1,500,000 CIBC World Markets Corp. 20,408,000 $ 1,500,000 Comerica Securities, Inc. $ 1,500,000 KeyBanc Capital Markets Inc. $ 1,500,000 Scotia Capital (USA) Inc. 20,408,000 SunTrust Xxxxxxxx Xxxxxxxx, Inc. 20,408,000 KeyBanc Capital Markets Inc. 12,245,000 U.S. Bancorp Investments, Inc. 12,245,000 Capital One Southcoast, Inc. 10,204,000 Canaccord Genuity Inc. 10,204,000 BB&T Capital Markets, a division of BB&T Securities, LLC 6,122,000 BOSC, Inc. 6,122,000 ING Financial Markets LLC 6,122,000 X.X. Xxxxxx & Company 4,082,000 Global Hunter Securities, LLC 4,082,000 Santander Investment Securities Inc. 4,082,000 Macquarie Capital (USA) Inc. 2,041,000 $ 1,500,000 Total $ 200,000,000300,000,000 Annex A [Form of Opinion of Counsel for the Company]