Common use of Delivery of the Common Shares Clause in Contracts

Delivery of the Common Shares. The Company and each of the Selling Stockholders shall deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares at the Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it at the Closing Date or the Subsequent Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be registered in such names and denominations as the Representatives shall have requested at least two full business days prior to the Closing Date (or the Subsequent Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the Closing Date (or the Subsequent Closing Date, as the case may be) at a location in New York City as the Representatives may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters.

Delivery of the Common Shares. The Company and each of the Selling Stockholders shall deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Company and the applicable Selling Stockholders shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it them at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters.

Delivery of the Common Shares. The Company and each of the Selling Stockholders shall deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by the Selling Stockholders at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Option Selling Stockholders shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it the Selling Stockholders at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters.

Delivery of the Common Shares. The Company and each of the Selling Stockholders shall deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Company shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it at on the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters. Delivery of Prospectus to the Underwriters. Not later than 12:00 p.m. on the second business day following the date the Common Shares are released by the Underwriters for sale to the public, the Company shall deliver or cause to be delivered copies of the Prospectus in such quantities and at such places as the Representatives shall request.

Delivery of the Common Shares. The Company and each of the Selling Stockholders Shareholders shall deliver, or cause to be delivered, to the Representatives Representative for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus Each Selling Shareholder shall also deliver, or cause to be delivered, to the Representatives Representative for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations EXECUTION VERSION as the Representatives Representative shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives Representative may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters.

Delivery of the Common Shares. The Company and each of the Selling Stockholders Shareholders shall deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Company shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it the Company at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives Underwriters shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives Underwriters may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters. Delivery of Prospectus to the Underwriters. Not later than 12:00 p.m. on the second business day following the date the Common Shares are released by the Underwriters for sale to the public, the Company shall delivery or cause to be delivered copies of the Prospectus in such quantities and at such places as the Underwriters shall request.

Delivery of the Common Shares. The Company and each of the Selling Stockholders shall deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Company shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters.

Delivery of the Common Shares. The Company and each of the Selling Stockholders Shareholders shall deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Company shall also deliver, or cause cause, to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or Underwriters certificates for the Optional Common Shares the Underwriters have agreed to purchase from it at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters. Delivery of Prospectus to the Underwriters. Not later than 12:00 p.m. on the second business day following the date the Common Shares are released by the Underwriters for sale to the public, the Company shall deliver or cause to be delivered copies of the Prospectus in such quantities and at such places as the Representatives shall request.

Delivery of the Common Shares. The Company and each of the Selling Stockholders shall deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Company and the Selling Stockholders shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it them at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives may designate. If the Representatives so elect, delivery of the Firm Common Shares and the Optional Common Shares, if applicable, may be made by credit through full fast transfer to the accounts at The Depository Trust Company designated by the Representatives. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters.

Delivery of the Common Shares. The Company and each of the Selling Stockholders shall deliver, or cause to be delivered, to the Representatives Representatives, for the accounts of the several Underwriters book-entry transfers or Underwriters, certificates for the Firm Common Shares at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefortherefor or in such other manner of payment as the Company and the Representative may agree. Warburg Pincus The Company shall also deliver, or cause to be delivered, to the Representatives Representatives, for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefortherefor or in such other manner of payment as the Company and the Representative may agree. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters.

Delivery of the Common Shares. The Company and each of the Selling Stockholders Shareholders shall deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Company shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it them at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives Underwriters shall have requested at least two full business days prior to the First Closing 18 Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives Underwriters may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters. Delivery of Prospectus to the Underwriters. Not later than 12:00 p.m. on the second business day following the date the Common Shares of released by the Underwriters for sale to the public, the Company shall deliver or cause to be delivered copies of the Prospectus in such quantities and at such places as the Underwriters shall request.

Delivery of the Common Shares. The Company and each of the Selling Stockholders shall deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Selling Stockholders shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it them at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters.

Delivery of the Common Shares. The Company and each of the Selling Stockholders shall deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Selling Stockholders shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it them at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters.

Delivery of the Common Shares. The Company and each of the Selling Stockholders shall deliver, or cause to be delivered, to the Representatives Underwriter, through the facilities of the Depository Trust Company ("DTC"), for the accounts account of the several Underwriters book-entry transfers or certificates for Underwriter, the Firm Common Shares at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it at the Closing Date or the Subsequent Closing Date, as the case may be, against the irrevocable release receipt of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers Company shall also deliver, or cause to be delivered, to the Underwriter, through the facilities of DTC, for the account of the Underwriter, any Optional Common Shares the Underwriter has agreed to purchase at the First Closing Date or the Second Closing Date, as the case may be, against receipt of a wire transfer of immediately available funds for the amount of the purchase price therefor. The certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives Underwriter shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a the office of DTC or its designated custodian or at such other location in New York City as the Representatives Underwriter may designate (the "Designated Office"). The documents to be delivered on the First Closing Date (or Second Closing Date, as the case may be) on behalf of the parties hereto pursuant to this Agreement shall be delivered at the offices of Skadden, Arps, Slate, Xxxxxxx & Xxxx LLP, 000 Xxxxx Xxxxx Xxxxxx, Xxxxx 0000, Xxx Xxxxxxx, Xxxxxxxxxx 00000 (or at such other location as the Underwriter may designate) and the Common Shares shall be delivered at the Designated Office, all on the First Closing Date (or Second Closing Date, as the case may be). Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the UnderwritersUnderwriter.

Delivery of the Common Shares. The Company and each of the Selling Stockholders shall deliver, or cause to be delivered, to the Representatives Underwriters for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Company shall also deliver, or cause to be delivered, to the Representatives Underwriters for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it at the Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives Underwriters shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives Underwriters may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters. DELIVERY OF PROSPECTUS TO THE UNDERWRITERS. Not later than 12:00 p.m. on the second business day following the date the Common Shares of released by the Underwriters for sale to the public, the Company shall delivery or cause to be delivered copies of the Prospectus in such quantities and at such places as the Underwriters shall request.

Delivery of the Common Shares. The Company and each of the Selling Stockholders Shareholders shall deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Company and the Selling Shareholders shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it them at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters. Delivery of Prospectus to the Underwriters. Not later than 12:00 p.m. on the second business day following the date the Common Shares are released by the Underwriters for sale to the public, the Company shall deliver or cause to be delivered copies of the Prospectus in such quantities and at such places as the Representatives shall request.

Delivery of the Common Shares. The Company and each of the Primary Selling Stockholders shall deliver, or cause to be delivered, to the Representatives Lead Representative for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Company and the Secondary Selling Stockholders shall also deliver, or cause to be delivered, to the Representatives Lead Representative for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it them at the Second Closing Date or the Subsequent Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives Lead Representative shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives Lead Representative may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters.

Delivery of the Common Shares. The Company Each Selling Stockholder shall, severally and each of the Selling Stockholders shall not jointly, deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters book-entry transfers or certificates for certificates, accompanied by duly executed stock powers, representing the number of shares of Common Stock set forth under the column titled "Number of Firm Common Shares to be Sold" opposite such Selling Stockholder's name on Schedule B hereto at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefortherefor to the Custodian for the benefit of such Selling Stockholders. Warburg Pincus shall Each Selling Stockholder shall, severally and not jointly, also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for certificates, accompanied by duly executed stock powers, representing the number of shares of Common Stock set forth under the column titled "Maximum Number of Optional Common Shares to be Sold" opposite such Selling Stockholder's name that the Underwriters have agreed to purchase from it at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefortherefor to the Custodian for the benefit of such Selling Stockholders. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters.

Delivery of the Common Shares. The Company and each of the Selling Stockholders Stockholder shall deliver, or cause to be delivered, to the Representatives Representative for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Company and the Selling Stockholder shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it them at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters. Delivery of Prospectus to the Underwriters. Not later than 12:00 p.m. on the second business day following the date the Common Shares are first released by the Underwriters for sale to the public, the Company shall deliver or cause to be delivered, copies of the Prospectus in such quantities and at such places as the Representatives shall request.

Delivery of the Common Shares. The Company and each of the Selling Stockholders Shareholders shall deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Company shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters. Delivery of Prospectus to the Underwriters. Not later than 12:00 p.m. on the second business day following the date the Common Shares of released by the Underwriters for sale to the public, the Company shall delivery or cause to be delivered copies of the Prospectus in such quantities and at such places as the Representatives shall request.

Delivery of the Common Shares. The Company Each Selling Stockholder shall, severally and each of the Selling Stockholders shall not jointly, deliver, or cause to be delivered, to the Representatives Underwriter for its account, certificates, accompanied by duly executed stock powers, representing the accounts number of shares of Common Stock set forth under the several Underwriters book-entry transfers or certificates for the column titled “Number of Firm Common Shares to be Sold” opposite such Selling Stockholder’s name on Schedule A hereto at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus shall Each Selling Stockholder shall, severally and not jointly, also deliver, or cause to be delivered, to the Representatives Underwriter for its account, certificates, accompanied by duly executed stock powers, representing the accounts number of shares of Common Stock set forth under the several Underwriters, book-entry transfers or certificates for the column titled “Maximum Number of Optional Common Shares to be Sold” opposite such Selling Stockholder’s name that the Underwriters have Underwriter has agreed to purchase from it at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives Underwriter shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives Underwriter may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the UnderwritersUnderwriter.

Delivery of the Common Shares. The Company and each of the Selling Stockholders Stockholder shall deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Company and the OA Stockholders shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it them at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters. Delivery of Prospectus to the Underwriters. Not later than 12:00 p.m. on the second business day following the date the Common Shares are released by the Underwriters for sale to the public, the Company shall deliver or cause to be delivered copies of the Prospectus in such quantities and at such places as the Representatives shall request.

Delivery of the Common Shares. The Company and each of the Selling Stockholders shall deliver, or cause to be delivered, to the Representatives Underwriter, through the facilities of the Depository Trust Company ("DTC"), for the accounts account of the several Underwriters book-entry transfers or certificates for Underwriter, the Firm Common Shares and any Additional Common Shares and Optional Common Shares at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it at the Closing Date or the Subsequent Closing Date, as the case may be, against the irrevocable release receipt of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers Company shall also deliver, or cause to be delivered, to the Underwriter, through the facilities of DTC, for the account of the Underwriter, any Overallotment Common Shares the Underwriter has agreed to purchase at the First Closing Date or the Second Closing Date, as the case may be, against receipt of a wire transfer of immediately available funds for the amount of the purchase price therefor. The certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives Underwriter shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a the office of DTC or its designated custodian or at such other location in New York City as the Representatives Underwriter may designate (the "Designated Office"). The documents to be delivered on the First Closing Date (or Second Closing Date, as the case may be) on behalf of the parties hereto pursuant to this Agreement shall be delivered at the offices of Bass, Xxxxx & Xxxx PLC, 000 Xxxxxxx Xxxxx, Xxxxx 000, Xxxxxxx, Xxxxxxxxx 00000 (or at such other location as the Underwriter may designate) and the Common Shares shall be delivered at the Designated Office, all on the First Closing Date (or Second Closing Date, as the case may be). Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the UnderwritersUnderwriter.

Delivery of the Common Shares. The Company and each of the Selling Stockholders Shareholder shall deliver, or cause to be delivered, to the Representatives Underwriters for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Selling Shareholder shall also deliver, or cause to be delivered, to the Representatives Underwriters for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it such Selling Shareholder at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives Underwriters shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives Underwriters may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters. Delivery of Prospectus to the Underwriters. Not later than 12:00 p.m. on the second business day following the date the Common Shares are first released by the Underwriters for sale to the public, the Company shall deliver or cause to be delivered, copies of the Prospectus in such quantities and at such places as the Underwriters shall request.

Delivery of the Common Shares. The Company and each of the Selling Stockholders shall deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Company shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it them at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City or otherwise as the Representatives may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters.

Delivery of the Common Shares. The Company and each of the Selling Stockholders shall deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus MST shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters.

Delivery of the Common Shares. The Company and each of the Selling Stockholders Shareholders shall deliver, or cause to be delivered, to the Representatives Representative for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Company and the Selling Shareholders shall also deliver, or cause to be delivered, to the Representatives Representative for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it them at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives Underwriters shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives Underwriters may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters. Delivery of Prospectus to the Underwriters. Not later than 12:00 p.m. on the second business day following the date the Common Shares are released by the Underwriters for sale to the public, the Company shall deliver or cause to be delivered copies of the Prospectus in such quantities and at such places as the Underwriters shall request.

Delivery of the Common Shares. The Company and each of the Selling Stockholders shall deliver, or cause to be delivered, to the Representatives Underwriter, through the facilities of the Depository Trust Company (“DTC”), for the accounts account of the several Underwriters book-entry transfers or certificates for Underwriter, the Firm Common Shares and any Additional Common Shares at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it at the Closing Date or the Subsequent Closing Date, as the case may be, against the irrevocable release receipt of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers Selling Stockholders shall also deliver, or cause to be delivered, to the Underwriter, through the facilities of DTC, for the account of the Underwriter, any Overallotment Common Shares the Underwriter has agreed to purchase at the First Closing Date or the Second Closing Date, as the case may be, against receipt of a wire transfer of immediately available funds for the amount of the purchase price therefor. The certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives Underwriter shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a the office of DTC or its designated custodian or at such other location in New York City as the Representatives Underwriter may designate (the “Designated Office”). The documents to be delivered on the First Closing Date (or Second Closing Date, as the case may be) on behalf of the parties hereto pursuant to this Agreement shall be delivered at the offices of Bass, Xxxxx & Xxxx PLC, 000 Xxxxxxx Xxxxx, Xxxxx 000, Xxxxxxx, Xxxxxxxxx 00000 (or at such other location as the Underwriter may designate) and the Common Shares shall be delivered at the Designated Office, all on the First Closing Date (or Second Closing Date, as the case may be). Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the UnderwritersUnderwriter.

Delivery of the Common Shares. The Company and each of the Selling Stockholders shall deliver, or cause to be delivered, to the Representatives Representative for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Company shall also deliver, or cause to be delivered, to the Representatives Representative for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it the Company at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives Representative shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives Representative may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters.

Delivery of the Common Shares. The Company and each of the Selling Stockholders shall deliver, or cause to be delivered, to the Representatives Representative for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Selling Stockholders shall also deliver, or cause to be delivered, to the Representatives Representative for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it them at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives Representative shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City City, New York, as the Representatives Representative may designate. Time shall be of the essence, and delivery on the date and at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters.

Delivery of the Common Shares. The Company and each of the Selling Stockholders Shareholders shall deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Selling Shareholders shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it them at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters. Delivery of Prospectus to the Underwriters. Not later than 12:00 p.m. on the second business day following the date the Common Shares are first released by the Underwriters for sale to the public, the Company shall deliver or cause to be delivered, copies of the Prospectus in such quantities and at such places as the Representatives shall request.

Delivery of the Common Shares. The Company Each Selling Stockholder shall, severally and each of the Selling Stockholders shall not jointly, deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters book-entry transfers or certificates for Underwriters, certificates, accompanied by duly executed stock powers, representing the number of shares of Common Stock set forth under the column titled “Number of Firm Common Shares to be Sold” opposite such Selling Stockholder’s name on Schedule A hereto at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus shall Each Selling Stockholder shall, severally and not jointly, also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for certificates, accompanied by duly executed stock powers, representing the number of shares of Common Stock set forth under the column titled “Maximum Number of Optional Common Shares to be Sold” opposite such Selling Stockholder’s name that the Underwriters have agreed to purchase from it at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters.

Delivery of the Common Shares. The Company and each of the Selling Stockholders Shareholders shall deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Company shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters. Delivery of Prospectus to the Underwriters. Not later than 12:00 p.m. on the second business day following the date the Common Shares are released by the Underwriters for sale to the public, the Company shall deliver or cause to be delivered copies of the Prospectus in such quantities and at such places as the Representatives shall request.

Delivery of the Common Shares. The Company and each of the Selling Stockholders shall deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by it at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Selling Shareholders shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it the Selling Shareholders at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters. Delivery of Prospectus to the Underwriters. Not later than 12:00 p.m. on the second business day following the date the Common Shares are first released by the Underwriters for sale to the public, the Company shall deliver or cause to be delivered, copies of the Prospectus in such quantities and at such places as the Representatives shall request.

Delivery of the Common Shares. The Company and each of the Selling Stockholders shall deliver, or cause to be delivered, delivered a credit representing the Firm Common Shares to an account or accounts at The Depository Trust Company as designated by the Representatives for the accounts of the Representatives and the several Underwriters book-entry transfers or certificates for the Firm Common Shares at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Selling Stockholder shall also deliver, or cause to be delivered, delivered a credit representing the Optional Common Shares to an account or accounts at The Depository Trust Company as designated by the Representatives for the accounts of the Representatives and the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it at the Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers Notwithstanding the foregoing, to the extent the Representatives so elect at least three full business days prior to the First Closing Date or the Second Closing Date, as the case may be, the Company and the Selling Stockholders shall deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor; and the Company and the Selling Stockholders shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, certificates for the Optional Common Shares the Underwriters have agreed to purchase from them at the First Closing Date or the Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. In such case, the certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters.

Delivery of the Common Shares. The Company and each of the Selling Stockholders shall deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Company shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters. Delivery of Prospectus to the Underwriters. Not later than 12:00 p.m. on the second business day following the date of release of the Common Shares by the Underwriters for sale to the public, the Company shall delivery or cause to be delivered copies of the Prospectus in such quantities and at such places as the Representatives shall reasonably request.

Delivery of the Common Shares. The Company and each of the Selling Stockholders Shareholder shall deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Company shall also deliver, or cause to be delivered, to the Representatives for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters.

Delivery of the Common Shares. The Company and each of the Selling Stockholders Shareholders shall deliver, or cause to be delivered, to the Representatives Underwriters for the accounts of the several Underwriters book-entry transfers or certificates for the Firm Common Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. Warburg Pincus The Selling Shareholders shall also deliver, or cause to be delivered, to the Representatives Underwriters for the accounts of the several Underwriters, book-entry transfers or certificates for the Optional Common Shares the Underwriters have agreed to purchase from it them at the First Closing Date or the Subsequent Second Closing Date, as the case may be, against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The book-entry transfers or certificates for the Common Shares shall be in definitive form and registered in such names and denominations as the Representatives Underwriters shall have requested at least two full business days prior to the First Closing Date (or the Subsequent Second Closing Date, as the case may be) and the form of certificate shall be made available for inspection on the business day preceding the First Closing Date (or the Subsequent Second Closing Date, as the case may be) at a location in New York City as the Representatives Underwriters may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters.