Common use of Delivery of the Offered Shares Clause in Contracts

Delivery of the Offered Shares. The Company shall deliver, or cause to be delivered, to the Representative for the accounts of the several Underwriters, certificates for the Firm Shares at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, shall also deliver, or cause to be delivered, to the Representative for the accounts of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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 certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company [and the Selling Stockholder] shall deliver, or cause to be delivered, to the Representative Representatives for the accounts of the several Underwriters, Underwriters certificates for the Firm Shares to be sold [by them] at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Company [and the Selling Shareholders, severally and not jointly, Stockholder] shall also deliver, or cause to be delivered, to the Representative Representatives for the accounts of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase [from them them] at the First Closing Date or the applicable Option 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 certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative Representatives shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Representatives may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company and the Selling Stockholders shall deliver, or cause to be delivered, to the Representative Representatives for the accounts of the several Underwriters, Underwriters certificates for the Firm Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Company and the Selling Shareholders, severally and not jointly, Stockholders shall also deliver, or cause to be delivered, to the Representative Representatives for the accounts of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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 certificates certificates, if any, for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative Representatives shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Representatives may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company shall deliver, or cause to be delivered, through the facilities of the Depository Trust Company (“DTC”), unless the Representative otherwise instructs, to the Representative for the accounts of the several Underwriters, Underwriters certificates for the Firm Shares to be sold by it at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Company shall also deliver, or cause to be delivered, delivered to the Representative for the accounts of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase from them it at the First Closing Date or the applicable Option 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 certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company shall deliver, or cause to be delivereddelivered through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct, to the Representative Representatives for the accounts of the several Underwriters, Underwriters certificates for the Firm Shares at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Company shall also deliver, or cause to be delivereddelivered through the facilities of DTC unless the Representatives shall otherwise instruct, to the Representative Representatives for the accounts of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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 certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative Representatives shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Representatives may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company shall deliver, or cause to be delivered, delivered to the Representative Representatives for the accounts of the several Underwriters, certificates for Underwriters the Firm Shares at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Company shall also deliver, or cause to be delivered, delivered to the Representative Representatives for the accounts of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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. If Jefferies so elects, delivery of the Offered Shares may be made by credit to the accounts designated by Jefferies through The certificates for Depository Trust Company’s full fast transfer or DWAC programs. If Jefferies so elects, the the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative Representatives shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Representatives may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company and the Selling Stockholder, severally and not jointly, shall deliver, or cause to be delivered, delivered to the Representative Representatives, through the book-entry facilities of the Depository Trust Company (“DTC”), for the accounts of the several Underwriters, certificates for Underwriters the Firm Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Company shall also deliver, or cause to be delivered, delivered to the Representative Representatives, through the book-entry facilities of the DTC, for the accounts of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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 certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative Representatives shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Representatives may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company and the Selling Stockholders shall deliver, or cause to be delivered, to the Representative Representatives for the accounts of the several Underwriters, certificates for or general statements of book entry account representing the Firm Shares Shares, at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Company and the Option Selling Shareholders, severally and not jointly, Stockholders shall also deliver, or cause to be delivered, to the Representative Representatives for the accounts of the several Underwriters, certificates for or general statements of book entry account representing the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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 certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative Representatives shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Representatives may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company and the Selling Stockholders shall deliver, or cause to be delivered, delivered to the Representative Representatives through the facilities of The Depository Trust Company for the accounts of the several Underwriters, certificates Underwriters book-entry positions for the Firm Shares at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Company shall also deliver, or cause to be delivered, delivered to the Representative Representatives through the facilities of The Depository Trust Company for the accounts of the several Underwriters, certificates book-entry positions for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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 certificates book-entry positions for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative Representatives shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Representatives may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company shall deliver, or cause to be delivereddelivered through the facilities of The Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct, to the Representative for the accounts of the several Underwriters, certificates for the Firm Shares at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Company shall also deliver, or cause to be delivereddelivered through the facilities of DTC unless the Representative shall otherwise instruct, to the Representative for the accounts of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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 certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company and the Selling Stockholder shall deliver, or cause to be delivered, to the Representative for the accounts of the several Underwriters, certificates for the Firm Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Company and the Selling Shareholders, severally and not jointly, Stockholder shall also deliver, or cause to be delivered, to the Representative for the accounts of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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 certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative shall have requested at least two (2) full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company and the Selling Stockholders shall deliver, or cause to be delivered, to the Representative Representatives for the accounts of the several Underwriters, Underwriters certificates for the Firm Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Stockholders shall also deliver, or cause to be delivered, to the Representative Representatives for the accounts of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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 certificates certificates, if any, for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative Representatives shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Representatives may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company and the Selling Stockholder, severally and not jointly, shall deliver, or cause to be delivered, delivered to the Representative Representatives, through the book entry facilities of the DTC for the accounts of the several Underwriters, certificates for Underwriters the Firm Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Company shall also deliver, or cause to be delivered, delivered to the Representative Representatives, through the book entry facilities of the DTC, for the accounts of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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 certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative Representatives shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Representatives may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company shall deliver, or cause to be delivered, delivered to the Representative Representatives for the accounts of the several Underwriters, Underwriters certificates for the Firm Shares at the First Closing DateDate and duly pay any and all transfer taxes payable, including by the Underwriters, in connection with the delivery of the Shares to the Underwriters, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Company shall also deliver, or cause to be delivered, delivered to the Representative Representatives for the accounts of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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 certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative Representatives shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Representatives may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company shall deliver, or cause to be delivered, delivered to the Representative Underwriter for the accounts of the several Underwriters, its own account certificates for the Firm Shares at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Company shall also deliver, or cause to be delivered, delivered to the Representative for the accounts of the several UnderwritersUnderwriter, certificates for the Optional Shares the Underwriters have Underwriter has agreed to purchase from them at the First Closing Date or the applicable Option 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. If the Underwriter so elects, delivery of the Offered Shares may be made by credit to the accounts designated by the Underwriter through The Depository Trust Company’s full fast transfer or DWAC programs. If the Underwriter so elects, the certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative Underwriter shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Underwriter may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company shall deliver, or cause to be delivered, to the Representative Underwriter for the accounts of the several Underwriters, its own account certificates for the Firm Shares at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Company shall also deliver, or cause to be delivered, to the Representative for the accounts of the several Underwriters, Underwriter certificates for the Optional Shares the Underwriters have Underwriter has agreed to purchase from them at the First Closing Date or the applicable Option 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. If the Underwriter so elects, delivery of the Offered Shares may be made by credit to the Underwriter’s account through The Depository Trust Company’s full fast transfer or DWAC programs. If the Underwriter so elects, the certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative Underwriter shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Underwriter may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company shall deliver, or cause to be delivered, through the facilities of the Depository Trust Company (“DTC”) unless the Representatives otherwise instruct, to the Representative Representatives for the accounts of the several Underwriters, Underwriters certificates for the Firm Shares at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Company shall also deliver, or cause to be delivered, through the facilities of the Depository Trust Company “DTC”) unless the Representatives otherwise instruct, to the Representative Representatives for the accounts of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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 certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative Representatives shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Representatives may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company shall deliver, or cause to be delivered, through the facilities of The Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct, to the Representative for the accounts of the several Underwriters, certificates for Underwriters the Firm Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Company shall also deliver, or cause to be delivered, through the facilities of DTC unless the Representative shall otherwise instruct, to the Representative for the accounts of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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 certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company shall deliver, or cause to be delivered, through the facilities of the Depository Trust Company (“DTC”) unless the Representatives otherwise instruct, to the Representative Representatives for the accounts of the several Underwriters, certificates book entry positions for the Firm Shares at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Company shall also deliver, or cause to be delivered, through the facilities of DTC unless the Representatives otherwise instruct, to the Representative Representatives for the accounts of the several Underwriters, certificates book entry positions for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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 certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative Representatives shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Representatives may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company shall deliver, or cause to be delivered, through the facilities of The Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct, to the Representative for the accounts of the several Underwriters, Underwriters certificates for the Firm Shares at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Company shall also deliver, or cause to be delivered, through the facilities of DTC unless the Representatives shall otherwise instruct, to the Representative for the accounts of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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 certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company shall deliver, or cause to be delivered, delivered to the Representative for the accounts of the several Underwriters, certificates for Underwriters the Firm Shares at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Company shall also deliver, or cause to be delivered, delivered to the Representative for the accounts of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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. If the Representative so elects, delivery of the Offered Shares may be made by credit to the accounts designated by the Representative through The Depository Trust Company’s full fast transfer or DWAC programs. If the Representative so elects, the certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company and the Selling Shareholders shall deliver, or cause to be delivered, to the Representative Representatives for the accounts of the several Underwriters, Underwriters certificates for the Firm Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Shareholders shall also deliver, or cause to be delivered, to the Representative Representatives for the accounts of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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 certificates for the Offered Shares shall be in definitive certificated form (whether or not in global form) and registered in such names and denominations as the Representative Representatives shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Representatives may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company and the Selling Stockholder shall deliver, or cause to be delivered, delivered to the Representative Representatives for the accounts of the several Underwriters, certificates for through the book-entry facilities of the Depository Trust Company (“DTC”), the Firm Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Company shall also deliver, or cause to be delivered, delivered to the Representative Representatives for the accounts of the several Underwriters, certificates for through the book-entry facilities of DTC, the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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 certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative Representatives shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Representatives may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company and the Selling Shareholders shall deliver, or cause to be delivered, to the Representative Representatives for the accounts of the several Underwriters, through the facilities of DTC and for the account of the several Underwriters, certificates for the Firm Shares to be sold by the Underwriters at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Shareholders shall also deliver, or cause to be delivered, to the Representative Representatives for the accounts of the several Underwriters, through the facilities of DTC and for the account of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase from them the Selling Shareholders at the First Closing Date or the applicable Option 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 certificates for the Offered Shares shall be in definitive form and registered in such names or names and in such denominations as the Representative shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case Representatives may be) request and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Representatives may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company shall deliver, or cause to be delivered, through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct, to the Representative Representatives for the accounts of the several Underwriters, Underwriters certificates for the Firm Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Company shall also deliver, or cause to be delivered, through the facilities of DTC unless the Representatives shall otherwise instruct, to the Representative Representatives for the accounts of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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 certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative Representatives shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Representatives may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company and the Selling Shareholder shall deliver, or cause to be delivered, delivered to the Representative Representatives for the accounts of the several Underwriters, Underwriters through the facilities of The Depositary Trust Company (“DTC”) certificates for the Firm Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Shareholder shall also deliver, or cause to be delivered, delivered to the Representative Representatives for the accounts of the several UnderwritersUnderwriters through the facilities of DTC, certificates for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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 certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative Representatives shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Representatives may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company shall deliver, or cause to be delivered, through the facilities of the Depository Trust Company (“DTC”) unless the Representatives otherwise instruct, to the Representative Representatives for the accounts of the several Underwriters, certificates book-entry positions for the Firm Shares at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Company shall also deliver, or cause to be delivered, through the facilities of DTC unless the Representatives otherwise instruct, to the Representative Representatives for the accounts of the several Underwriters, certificates book-entry positions for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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 certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative Representatives shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Representatives may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company shall deliver, or cause to be delivered, to the Representative for the accounts of the several Underwriters, through the facilities of The Depositary Trust Company (“DTC”) and for the account of the Underwriters, certificates for the Firm Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Company shall also deliver, or cause to be delivered, delivered to the Representative for the accounts of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or at the applicable Option 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 certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company shall deliver, or cause to be delivered, delivered to the Representative for the accounts of the several Underwriters, Underwriters certificates for the Firm Shares at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. If the Representative so elects, delivery of the Offered Shares may be made by credit through full fast transfer to the accounts at The Selling Shareholders, severally and not jointly, Depository Trust Company designated by the Representative. The Company shall also deliver, or cause to be delivered, delivered to the Representative for the accounts of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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 certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company and the Selling Stockholders shall deliver, or cause to be delivered, delivered to the Representative Representatives for the accounts of the several Underwriters, Underwriters certificates for the Firm Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Stockholders shall also deliver, or cause to be delivered, delivered to the Representative Representatives for the accounts of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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 certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative Representatives shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Representatives may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company shall deliver, or cause to be delivered, through the facilities of the Depository Trust Company (“DTC”) unless the Representatives otherwise instructs to the Representative Representatives for the accounts of the several Underwriters, certificates Underwriters for the Firm Shares at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Company shall also deliver, or cause to be delivered, through the facilities of DTC unless the Representatives otherwise instructs to the Representative Representatives for the accounts of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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 certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative Representatives shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Representatives may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company shall deliver, or cause to be delivered, to the Representative for the accounts of the several Underwriters, Underwriter certificates for the Firm Shares at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Company shall also deliver, or cause to be delivered, to the Representative for the accounts of the several Underwriters, Underwriter certificates for the Optional Shares the Underwriters have Underwriter has agreed to purchase from them at the First Closing Date or the applicable Option 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. If the Underwriter so elects, delivery of the Offered Shares may be made by credit to an account designated by the Underwriter through The Depository Trust Company’s full fast transfer or DWAC programs. If the Underwriter so elects, the certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative Underwriter shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Underwriter may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company shall deliver, or cause to be delivered, through the facilities of DTC unless the Representatives shall otherwise instruct, to the Representative Representatives for the accounts of the several Underwriters, Underwriters certificates for the Firm Shares to be sold by them at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Company shall also deliver, or cause to be delivered, through the facilities of DTC unless the Representatives shall otherwise instruct, to the Representative Representatives for the accounts of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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 certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative Representatives shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Representatives may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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 Offered Shares. The Company shall deliver, or cause to be delivered, delivered to the Representative Representatives for the accounts of the several Underwriters, certificates for Underwriters the Firm Shares at the First Closing Date, against the irrevocable release of a wire transfer (as evidenced by receipt of a Fed Wire confirmation number) of immediately available funds for the amount of the purchase price therefor. The Selling Shareholders, severally and not jointly, Company shall also deliver, or cause to be delivered, delivered to the Representative Representatives for the accounts of the several Underwriters, certificates for the Optional Shares the Underwriters have agreed to purchase from them at the First Closing Date or the applicable Option 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. Unless the Representatives otherwise elect, delivery of the Offered Shares shall be made by credit to the accounts designated by the Representatives through The Depository Trust Company’s full fast transfer or DWAC programs. If the Representatives so elect, any certificates for the Offered Shares shall be in definitive form and registered in such names and denominations as the Representative Representatives shall have requested at least two full business days prior to the First Closing Date (or the applicable Option Closing Date, as the case may be) and shall be made available for inspection on the business day preceding the First Closing Date (or the applicable Option Closing Date, as the case may be) at a location in New York City as the Representative Representatives may designate. Delivery of the Offered Shares shall be made through the facilities of the Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. 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.