Common use of Delivery of the Shares and Payment Therefor Clause in Contracts

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx xx 10:00 a.m., St. Peterxxxxx, Xxxxxxx xxxx, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx (the "Additional Closing Date") (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives on behalf of the Underwriters to the Company, of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & AssociatesSmitx Xxxxxx Xxx., Inc.388 Xxxxxxxxx Xxxxxx, 880 Carillon ParkwayXxx Xxxx, St. PetersburgXX 00000, Xxxxxdx xx 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon April ___, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1997 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between among you, the Representatives Company and the CompanyAttorneys-in-Fact. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Smitx Xxxxxx Xxx. at such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company and the Attorneys-in-Fact of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you among you, the Company and the Company5 Attorneys-in-Fact. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of therefor in immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementfunds.

Delivery of the Shares and Payment Therefor. Delivery to The closing for the Underwriters purchase of the Firm Shares and payment therefor shall be made take place at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx at 10:00 a.m., St. Petersburg, Xxxxxdx xx 10:00 a.m.Florida time, on [ ], 2019, or such other place, time and date not later than 1:30 p.m., St. PeterxxxxxPetersburg, Xxxxxxx xxxxFlorida time, xxxx xxxxxxxx xxxx xxxxx on [ ], 2019 as the Representative and the Company may agree (the time and date of this Agreement (such closing are called the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives and the Company. Delivery to the Underwriters purchase of and payment for any Additional Shares to be purchased by the Underwriters shall be made take place at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx, at 10:00 a.m., St. Petersburg, XxxxxdxFlorida time, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on such date (the "“Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives Representative on behalf of the Underwriters to the Company, of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriters are exercising the option and (ii) the names and denominations in which the Additional Shares are to be registered. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates or book-entries for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates certificates, if any, shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates or book-entries evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account accounts specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer Representative to the Company. The Company shall deliver the Firm Shares and any Additional Shares through the facilities of The Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. It is understood that the Representatives have Representative has been authorized, for their its own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price Purchase Price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Xxxxxxx Xxxxx & Associates, Inc., individually and not as Representaxxxxx xf xxx Representative of the Underwriters, may, but but, subject to Section 12, shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives Representative by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & AssociatesSmitx Xxxxxx Xxx., Inc.388 Xxxxxxxxx Xxxxxx, 880 Carillon ParkwayXxx Xxxx, St. PetersburgXxx Xxxx 00000, Xxxxxdx xx 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon , xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1997 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Smitx Xxxxxx Xxx. at such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Additional Shares may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request by written notice, it being understood that a facsimile transmission shall be deemed written notice, prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of therefor in immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementfunds.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James Xxxxxx & AssociatesXxxxxxx, Inc.000 Xxxxx Xxxxxx, 880 Carillon ParkwayXxx Xxxx, St. PetersburgXxx Xxxx 00000 at 10:00 A.M., Xxxxxdx xx 10:00 a.m.New York City time, St. Peterxxxxxon November 30, Xxxxxxx xxxx, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1999 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between you, on behalf of the Representatives Underwriters, and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James Xxxxxx & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx at such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you you, on behalf of the Underwriters, and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of therefor in immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementfunds.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James & AssociatesHunton Xxxxxxx Xxxxx LLP, Inc.0000 Xxxxxxxxxxxx Xxxxxx, 880 Carillon ParkwayXX, St. PetersburgXxxxxxxxxx, Xxxxxdx xx XX at 10:00 a.m., St. PeterxxxxxNew York, Xxxxxxx xxxxNew York time, xxxx xxxxxxxx xxxx xxxxx on [CLOSING DATE], 2020, or such other place, time and date not later than 1:30 p.m., New York, New York time, on the second business day thereafter as the Representative shall designate by notice to the Company (the time and date of this Agreement (such closing are called the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Representative and the Company. The Company hereby acknowledges that circumstances under which the Representative may provide notice to postpone the Closing Date as originally scheduled include any determination by the Company or the Representative to recirculate to the public copies of an amended or supplemented Prospectus or a delay as contemplated by the provisions of Section 13 hereof. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James & AssociatesHunton Xxxxxxx Xxxxx LLP, Inc.0000 Xxxxxxxxxxxx Xxxxxx, 880 Carillon ParkwayXX, St. PetersburgXxxxxxxxxx, XxxxxdxXX, xx at 10:00 a.m., St. PetexxxxxxNew York, Xxxxxxx xxxxNew York time, xx xxxx xxxx xx xxxxx on such date or dates (the "“Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives Representative on behalf of the Underwriters to the Company, of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriters are exercising the option and (ii) the names and denominations in which the Additional Shares are to be registered. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you the Representative and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing Delivery of the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on made through the Closing Date or the Additional Closing Date, as the case may be, facilities of The Depository Trust Company against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account or accounts specified in writing, not later than the close of business on the business day next immediately preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer Representative to the Company. It is understood that the Representatives have Representative has been authorized, for their its own account and for the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price Purchase Price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Xxxxxxx Xxxxx & Associates, Inc., individually and not as Representaxxxxx xf xxx the representative of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives Representative by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx, at 10:00 a.m., St. Petersburg, Xxxxxdx xx 10:00 a.m.Florida time, St. Peterxxxxxon ___________, Xxxxxxx xxxx, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1997 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Representative and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, St. PetersburgXx. Xxxxxxxxxx, XxxxxdxXxxxxxx, xx at 10:00 a.m., St. PetexxxxxxFlorida time, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on such date or dates (the "Additional Closing Date") (which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given to the Company by you at any time within 30 days after the date of the Prospectus. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account specified certified or official bank check or checks payable in writing, not later than the close of business on the business day New York Clearing House (next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Companyday) funds. Payment for the Firm Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer Representative to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor the Option Shares (if the option provided for in Section 2(b) hereof shall have been exercised on or before the third business day prior to the Closing Date (as defined below)) shall be made at the offices office of Raymond James Simpxxx Xxxxxxx & AssociatesXartxxxx, Inc.005 Xxxxxxxxx Xxxxxx, 880 Carillon ParkwayXxx Xxxx, St. PetersburgXX 00000, Xxxxxdx xx 10:00 a.m.9:30 A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon October 29, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1999 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the CompanyTrust. Delivery to the Underwriters of and payment for any Additional Option Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James Simpxxx Xxxxxxx & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, Xartxxxx xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Trust of the Underwriters' determination to purchase a number, specified in such notice, of Additional Option Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the Additional any Option Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you and the CompanyTrust. The place and time for the closing of the Advisor Shares shall be as agreed upon by the Advisor and the Trust, except that the date of such closing for the Advisor Shares shall in no event be earlier than the Closing Date. Certificates for the Firm Shares and for any Additional Option Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Option Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, through the facilities of The Depository Trust Company, against payment of the purchase price therefore by wire transfer of therefor in immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementfunds.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx 00000, at 10:00 a.m., St. Petersburg, Xxxxxdx xx 10:00 a.m.Florida time, St. Peterxxxxx, Xxxxxxx xxxx, xxxx xxxxxxxx xxxx xxxxx on the second full business day following the date hereof or, if the pricing of this Agreement (the "Closing Date"). The place of closing for the Firm Shares occurs after 4:30 p.m., St. Petersburg, Florida time, on the third full Business Day thereafter, or at such other date as shall be determined by the Representative and the Company (the time and date of such closing are called the “Closing Date may be varied by agreement between the Representatives and the CompanyDate”). Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx 00000, at 10:00 a.m., St. Petersburg, XxxxxdxFlorida time, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on such date or dates (the "“Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives Representative on behalf of the Underwriters to the Company, of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth the aggregate number of Additional Shares as to which the Underwriters are exercising the option. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer Representative to the Company. Delivery of the Shares shall be made through the facilities of The Depositary Trust Company unless the Representative shall otherwise instruct. It is understood that the Representatives have Representative has been authorized, for their its own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for for, the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Xxxxxxx Xxxxx & Associates, Inc., individually and not as Representaxxxxx xf xxx Representative of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives Representative by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Xxxxxx & AssociatesXxxxxx L.L.P., Inc.0000 Xxxx Xxxxxx, 880 Carillon ParkwaySuite 3700, St. PetersburgDallas, Xxxxxdx xx TX 75201 at 10:00 a.m., St. PeterxxxxxNew York, Xxxxxxx xxxxNew York time, xxxx xxxxxxxx xxxx xxxxx on March 10, 2015, or such other place, time and date not later than 1:30 p.m., New York, New York time, on March 15, 2015 as the Representatives shall designate by notice to the Company and the Selling Stockholder (the time and date of this Agreement (such closing are called the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Representatives, the Company and the Selling Stockholder. The Company and the Selling Stockholder hereby acknowledge that circumstances under which the Representatives may provide notice to postpone the Closing Date as originally scheduled include any determination by the Company, the Selling Stockholder or the Representatives to recirculate to the public copies of an amended or supplemented Prospectus or a delay as contemplated by the provisions of Section 13 hereof. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Xxxxxx & AssociatesXxxxxx L.L.P., Inc.0000 Xxxx Xxxxxx, 880 Carillon ParkwaySuite 3700, St. PetersburgDallas, Xxxxxdx, xx TX 75201 at 10:00 a.m., St. PetexxxxxxNew York, Xxxxxxx xxxxNew York time, xx xxxx xxxx xx xxxxx on such date or dates (the "“Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three one nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives on behalf of the Underwriters to the CompanyCompany and the Selling Stockholder, of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriters are exercising the option and (ii) the accounts (together with the related account holder information and respective denominations) to which the Additional Shares are to be delivered. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you you, the Company and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may beSelling Stockholder. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you in book entry form on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of immediately available funds to an account accounts specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the CompanySelling Stockholder. Payment for the Shares sold by the Company Selling Stockholder hereunder shall be delivered by the Representatives via wire transfer to the CompanySelling Stockholder. Delivery of the Firm Shares and any Additional Shares shall be made through the facilities of The Depository Trust Company to the accounts specified by the Representatives not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, unless the Representatives and the Selling Stockholder shall otherwise agree. It is understood that the Representatives have been authorized, for their own account respective accounts and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc.Each Representative, individually and not as Representaxxxxx xf xxx Representative of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor the Option Shares (if the option provided for in Section 2(b) hereof shall have been exercised on or before the third business day prior to the Closing Date (as defined below)) shall be made at the offices office of Raymond James Simpxxx Xxxxxxx & AssociatesXartxxxx, Inc.005 Xxxxxxxxx Xxxxxx, 880 Carillon ParkwayXxx Xxxx, St. PetersburgXX 00000, Xxxxxdx xx 10:00 a.m.9:30 A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon ________ __, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1999 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the CompanyTrust. Delivery to the Underwriters of and payment for any Additional Option Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James Simpxxx Xxxxxxx & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, Xartxxxx xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Trust of the Underwriters' determination to purchase a number, specified in such notice, of Additional Option Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the Additional any Option Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you and the CompanyTrust. The place and time for the closing of the Advisor Shares shall be as agreed upon by the Advisor and the Trust, except that the date of such closing for the Advisor Shares shall in no event be earlier than the Closing Date. Certificates for the Firm Shares and for any Additional Option Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Option Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, through the facilities of The Depository Trust Company, against payment of the purchase price therefore by wire transfer of therefor in immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementfunds.

Delivery of the Shares and Payment Therefor. Delivery to the U.S. Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & Associates, Xxxxx Xxxxxx Inc., 880 Carillon Parkway000 Xxxx 00xx Xxxxxx, St. PetersburgXxx Xxxx, Xxxxxdx xx XX 00000, at 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon August __, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1998 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between among you, the Representatives Company and the CompanyAttorneys-in-Fact. Delivery to the U.S. Underwriters of and payment for any Additional Shares to be purchased by the U.S. Underwriters shall be made at the offices aforementioned office of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Xxxxx Xxxxxx Inc. at such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the U.S. Underwriters to the Company, Company of the U.S. Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request by written notice prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of therefor in immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementfunds.

Delivery of the Shares and Payment Therefor. Delivery Subject to Section 8 ------------------------------------------- hereof, delivery to the Underwriters of and payment by the Underwriters for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & Associates, Xxxxx Xxxxxx Inc., 880 Carillon Parkway000 Xxxxxxxxx Xxxxxx, St. PetersburgXxx Xxxx, Xxxxxdx xx XX 00000, at 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon , xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1997 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the Company. Delivery Subject to Section 8 hereof, delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Xxxxx Xxxxxx Inc. at such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of therefor in immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementfunds.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx at 10:00 a.m., St. Petersburg, Xxxxxdx xx 10:00 a.m.Florida time, on , 2013, or such other place, time and date not later than 1:30 p.m., St. PeterxxxxxPetersburg, Xxxxxxx xxxxFlorida time, xxxx xxxxxxxx xxxx xxxxx on , 2013 as the Representatives shall designate by notice to the Company (the time and date of this Agreement (such closing are called the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives and the Company. The Company hereby acknowledges that circumstances under which the Representatives may provide notice to postpone the Closing Date as originally scheduled include any determination by the Company or the Representatives to recirculate to the public copies of an amended or supplemented Prospectus or a delay as contemplated by the provisions of Section 11 hereof. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx, at 10:00 a.m., St. Petersburg, XxxxxdxFlorida time, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on such date or dates (the "“Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives on behalf of the Underwriters to the Company, Company of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriters are exercising the option and (ii) the names and denominations in which the certificates for which the Additional Shares are to be registered. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for Delivery of the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The certificates for the Shares, if any, will be made available to you in St. Petersburg, Florida for inspection and packaging by the Representatives at the office of DTC or its designated custodian not later than 9:30 a.m.A.M., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The Any such certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of immediately available funds to an account or accounts specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company (with respect to the payment to be made to the Company) or by the Custodian (with respect to the payment to be made to the Selling Stockholders). Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. Payment for the Shares sold by the Selling Stockholders hereunder shall be delivered by the Representatives to the Custodian (as defined herein). It is understood that the Representatives have been authorized, for their own respective account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James Each of Xxxxxxx Xxxxx and Associates, Inc.Inc. and Xxxxx Xxxxxxx & Co., individually and not as Representaxxxxx xf xxx Representatives of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement. Each Selling Stockholder hereby agrees that (i) it will pay all stock transfer taxes, stamp duties and other similar taxes, if any, payable upon the sale or delivery of the Shares to be sold by such Selling Stockholder to the several Underwriters, or otherwise in connection with the performance of such Selling Stockholder’s obligations hereunder and (ii) the Custodian is authorized to deduct for such payment any such amounts from the proceeds to such Selling Stockholder hereunder and to hold such amounts for the account of such Selling Stockholder with the Custodian under the Custody Agreement (as defined herein).

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Rxxxxxx Jxxxx & Associates, Inc., 880 Carillon Parkway800 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx at 10:00 a.m., St. Petersburg, Xxxxxdx xx 10:00 a.m.Florida time, on [_________], or such other place, time and date not later than 1:30 p.m., St. PeterxxxxxPetersburg, Xxxxxxx xxxxFlorida time, xxxx xxxxxxxx xxxx xxxxx on [__________] as the Representative shall designate by notice to the Company (the time and date of this Agreement (such closing are called the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Representative and the Company. The Company hereby acknowledges that circumstances under which the Representative may provide notice to postpone the Closing Date as originally scheduled include any determination by the Company or the Representative to recirculate to the public copies of an amended or supplemented Prospectus or a delay as contemplated by the provisions of Section 11 hereof. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Rxxxxxx Jxxxx & Associates, Inc., 880 Carillon Parkway800 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx, at 10:00 a.m., St. Petersburg, XxxxxdxFlorida time, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on such date or dates (the "“Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives Representative on behalf of the Underwriters to the Company, of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriters are exercising the option and (ii) the names and denominations in which the certificates for which the Additional Shares are to be registered. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm The Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and shall be in such denominations as you the Representative shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second at least two full business day preceding days before the Firm Shares Closing Date or the Additional Closing Dateor, as in the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida timeof Additional Shares, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of notice of exercise of the purchase price therefore by wire transfer option as described in the second paragraph of immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder this Section 4 and shall be delivered by or on behalf of the Representatives via wire transfer Company to the CompanyRepresentative through the facilities of the Depository Trust Company (“DTC”) for the account of each Underwriter. It is understood that the Representatives have Representative has been authorized, for their its own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James Rxxxxxx Jxxxx and Associates, Inc., individually and not as Representaxxxxx xf xxx Representative of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives Representative by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & AssociatesSkadden, Inc.Arps, 880 Carillon Parkway, St. Petersburg, Xxxxxdx xx 10:00 a.m., St. PeterxxxxxSlate, Xxxxxxx xxxx& Xxxx LLP, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 000 Xxxxx Xxxxx Xxxxxx, Xxxxx 0000, Xxx Xxxxxxx, Xxxxxxxxxx 00000 at 10:00 A.M., New York City time, on August 14, 2009 (the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James & AssociatesSkadden, Inc.Arps, 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. PetexxxxxxSlate, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx & Xxxx LLP at such time on such date (the "Additional “Option Closing Date") (”), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.P.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately preceding the Closing Date or the Additional any Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account specified in writing, not later than the close order of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the ------------------------------------------- Underwriters of and payment for the Firm Shares and payment therefor the Option Shares (if the option provided for in Section 2(b) hereof shall have been exercised on or before the third business day prior to the Closing Date (as defined below)) shall be made at the offices office of Raymond James Xxxxxxx Xxxxxxx & AssociatesXxxxxxxx, Inc.000 Xxxxxxxxx Xxxxxx, 880 Carillon ParkwayXxx Xxxx, St. PetersburgXX 00000, Xxxxxdx xx 10:00 a.m.or through the facilities of the Depository Trust Company or another mutually agreeable facility, St. Peterxxxxxat 9:30 A.M., Xxxxxxx xxxxNew York City time, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement on ________ __, 1999 (the "Closing Date"). The place of closing for the Firm Shares and the Option Shares and the Closing Date may be varied by agreement between the Representatives you and the CompanyTrust. Delivery to the Underwriters of and payment for any Additional Option Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James Xxxxxxx Xxxxxxx & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Xxxxxxxx at such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Trust of the Underwriters' determination to purchase a number, specified in such notice, of Additional Option Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the Additional any Option Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you and the CompanyTrust. Certificates for the Firm Shares and for any Additional Option Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Option Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, through the facilities of The Depository Trust Company, against payment of the purchase price therefore by wire transfer of therefor in immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementfunds.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx 00000, at 10:00 a.m., St. Petersburg, Xxxxxdx xx 10:00 a.m.Florida time, on March 27, 2018 or such other place, time and date not later than 1:30 p.m., St. PeterxxxxxPetersburg, Xxxxxxx xxxxFlorida time, xxxx xxxxxxxx xxxx xxxxx on April 10, 2018, as the Representatives shall designate by notice to the Company (the time and date of this Agreement (such closing are called the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx 00000, at 10:00 a.m., St. Petersburg, XxxxxdxFlorida time, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on such date or dates (the "“Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives on behalf of the Underwriters to the Company, of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth the aggregate number of Additional Shares as to which the Underwriters are exercising the option. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. Delivery of the Shares shall be made through the facilities of The Depositary Trust Company unless the Representatives shall otherwise instruct. It is understood that the Representatives have has been authorized, for their its own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James Xxxxxxx Xxxxx and Associates, Inc. and Ladenburg Xxxxxxxx & Co. Inc., each individually and not as Representaxxxxx xf xxx Representatives of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor for the Shares shall be made at the offices of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx xx 10:00 a.m., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon May 30, xxxx xxxxxxxx xxxx xxxxx 2013, or at such time on such later date not more than three (3) Business Days after the foregoing date of this Agreement (as the "Closing Date"). The place of closing for the Firm Shares Representatives shall designate, which date and the Closing Date time may be varied postponed by mutual written agreement between of the Representatives and the Company. Delivery to the Underwriters Company (such date and time of delivery and payment for the Shares being herein called the “Closing Date”) or on the applicable Option Closing Date (or at such other time on the same or on such other date, in any Additional Shares to be purchased by event not later than the third Business Day thereafter, as the Underwriters and the Company may agree in writing). Delivery of the Shares shall be made against payment by the Representatives of the purchase price thereof, to or upon the order of the Company by wire transfer payable in same-day funds to an account specified by the Company. The Shares will be delivered to the Representatives for the respective accounts of the several Underwriters through the facilities of The Depository Trust Company (“DTC”) and will be made available for inspection by the Representatives at the offices of Raymond James & AssociatesPillsbury Xxxxxxxx Xxxx Xxxxxxx LLP, Inc.New York, 880 Carillon ParkwayNew York, St. Petersburgnot later than 1:00 p.m., Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx (New York City time on the "Additional Closing Date") (which may be the same as Business Day before the Closing Date, but shall in no event be earlier than or the applicable Option Closing Date nor earlier than three nor later than ten business days after Date, as the giving of case may be, or such other date, time and place as the notice hereinafter referred to) as Representatives and the Company may agree. The Shares shall be specified in a written noticeglobal form registered in the name of Cede & Co., from as nominee for DTC. Certificate(s) for the Representatives on behalf of the Underwriters Preferred Shares shall be delivered to the Company, of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the Additional Shares Depositary and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names the name of Cede & Co., as nominee for DTC and in such denominations as you the Representatives shall request prior to 1:00 p.m.P.M., St. Petersburg, Florida New York City time, not later than on the second full business day Business Day next preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you to, or at the direction of, the Representatives in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida New York City time, on the business day immediately Business Day next preceding the Closing Date or the Additional any Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder hereunder, if Shares are issued in certificated form, shall be delivered to you to, or at the direction of, the Representatives on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account specified in writing, not later than the close order of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James & Associates, Inc., 880 Carillon Parkway, St. PetersburgPetexxxxxx, Xxxxxdx xx Xxxxxda at 10:00 a.m., St. PeterxxxxxXxxxxxxxxx, Xxxxxxx xxxx, xxxx xxxxxxxx xxxx xxxxx xx Xxxxx 0, 0000, or such other place, time and date not later than 1:30 p.m., St. Petersburg, Florida time, on March 20, 2002, as the Representatives shall designate by notice to the Company (the time and date of this Agreement (such closing are called the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives and the Company. The Company hereby acknowledges that circumstances under which the Representatives may provide notice to postpone the Closing Date as originally scheduled include any determination by the Company and the Representatives to recirculate to the public copies of an amended or supplemented Preliminary Prospectus or Prospectus, or a delay as contemplated by the provisions of Section 11 hereof. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made by wire transfer in immediately available funds at the offices of Raymond James & Associates, Inc., 880 Carillon Parkway, St. PetersburgPetexxxxxx, XxxxxdxXxxxxda, xx at 10:00 a.m., St. PetexxxxxxXxxxxxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx xates (the "Additional Closing Date") (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives on behalf of the Underwriters to the Company, of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectusfinal prospectus supplement constituting part of the Prospectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriters are exercising the option and (ii) the names and denominations in which the certificates for which the Additional Shares are to be registered. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx Reprxxxxxxxixxx xf xxx the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & AssociatesSalomon Brothers Inc, Inc.Seven Wxxxx Xxxxx Xxxxxx, 880 Carillon ParkwayXxx Xxxx, St. PetersburgXxx Xxxx 00000, Xxxxxdx xx at 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon December 11, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1997 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the CompanyTrust. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Salomon Brothers Inc at such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Trust of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you and the CompanyTrust. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida P.M. New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of therefor in immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementfunds.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & Associates, Xxxxx Xxxxxx Inc., 880 Carillon Parkway000 Xxxxxxxxx Xxxxxx, St. PetersburgXxx Xxxx, Xxxxxdx xx XX 00000, at 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon February 4, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1998 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Xxxxx Xxxxxx Inc. at such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives on behalf of the Underwriters you to the Company, Company of the Underwriters' your determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Xxxxxx Xxxxxxxx Xxxxx & AssociatesXxxxxxxx LLP, Inc.Xxx Xxxxxxx Xxxxx, 880 Carillon ParkwayXxx Xxxx, St. PetersburgXxx Xxxx 00000, Xxxxxdx xx 10:00 a.m.or at such other place as shall be agreed upon by the Representatives and the Company, St. Peterxxxxxat 9:00 A.M. (New York City time) on November 4, Xxxxxxx xxxx2015, xxxx xxxxxxxx xxxx xxxxx or such other time not later than ten business days after such date as shall be agreed upon by the Representatives and the Company (such time and date of this Agreement (payment and delivery being herein called the "Closing Date"“Time of Delivery”). The place of closing for the Firm Shares and the Closing Date Time of Delivery may be varied by agreement between the Representatives and the Company. The Company hereby acknowledges that circumstances under which the Representatives may provide notice to postpone the Time of Delivery as originally scheduled include any reasonable determination by the Company or the Representatives to recirculate or otherwise make available to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx (the "Additional Closing Date") (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives on behalf of the Underwriters to the Company, of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the public an amended or supplemented General Disclosure Package or Prospectus. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you the Representatives for the respective accounts of the Underwriters for the Shares to be purchased by them on the Closing Date or the Additional Closing Date, as the case may be, Time of Delivery against payment of the applicable purchase price therefore therefor by wire transfer of immediately available funds to an account one or more accounts specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, Time of Delivery by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. Delivery of the Shares shall be made through the facilities of The Depository Trust Company unless the Representatives shall otherwise instruct. It is understood that the Representatives have been authorizedauthorized by each Underwriter, for their own account and the respective accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the applicable purchase price per Share for for, the Firm Shares and the Additional Shares, if any, that the Underwriters Underwriters, acting severally and not jointly, have agreed to purchase. Raymond James Xxxxxxx Sachs, Credit Suisse and Associates, Inc.Xxxxxxx Xxxxx, individually and not as Representaxxxxx xf xxx Representatives of the Underwriters, may, may (but shall not be obligated to, ) make payment of the purchase price for any the Shares to be purchased by any Underwriter whose funds shall have not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account Time of such UnderwriterDelivery, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementhereunder.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor for the Shares shall be made at 10:00 A.M., New York City time, on June 24, 2008, or at such time on such later date not more than three (3) Business Days after the offices foregoing date as the Representative shall designate, which date and time may be postponed by mutual written agreement of Raymond James & Associatesthe Representative, Inc.the Company, 880 Carillon Parkway, St. Petersburg, Xxxxxdx xx 10:00 a.m., St. Peterxxxxx, Xxxxxxx xxxx, xxxx xxxxxxxx xxxx xxxxx and the Selling Stockholder (such date and time of this Agreement (delivery and payment for the "Shares being herein called the “Closing Date"”) or on the applicable Option Closing Date (or at such other time on the same or on such other date, in any event not later than the third business day thereafter, as the Representative, the Company, and the Selling Stockholder may agree in writing). Delivery of the Shares shall be made against payment by the Representative of the purchase price thereof, to or upon the order of the Selling Stockholder by wire transfer payable in same-day funds to an account specified by the Selling Stockholder. The Shares will be delivered to the Representative for the respective accounts of the several Underwriters through the book-entry facilities of The Depository Trust Company (“DTC”). The place Shares shall be in global form registered in the name of closing Cede & Co., as nominee for DTC. Any certificate(s) representing some or all of the Firm Shares and the Closing Date may shall be varied by agreement between the Representatives and the Company. Delivery delivered to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Continental Stock Transfer & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Trust Company (the "Additional Closing Date"“Transfer Agent”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives on behalf of the Underwriters to the Company, of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names the name of Cede & Co., as nominee for DTC, and in such denominations as you the Representative shall request prior to 1:00 p.m.P.M., St. Petersburg, Florida New York City time, not later than on the second full business day Business Day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you to, or at the direction of, the Representative in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately Business Day next preceding the Closing Date or the Additional any Option Closing Date, as the case may be. The certificates evidencing Selling Stockholder hereby agrees that it will pay all stock transfer taxes, stamp duties and other similar taxes, if any, payable upon the Firm Shares and any Additional sale or delivery of the Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer Selling Stockholder to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment or otherwise in connection with the performance of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its Selling Stockholder’s obligations under this Agreementhereunder.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James & AssociatesVorys, Inc.Xxxxx, 880 Carillon ParkwayXxxxxxx and Xxxxx LLP, St. Petersburg00 Xxxx Xxx Xxxxxx, Xxxxxdx xx Xxxxxxxx, Xxxx, at 10:00 a.m., St. Peterxxxxxlocal time, Xxxxxxx xxxxon [_________], xxxx xxxxxxxx xxxx xxxxx 2002, or such other place, time and date not later than 1:30 p.m., local time, on [__________], 2002, as the Representatives shall designate by notice to the Company (the time and date of this Agreement (such closing are called the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives and the Company. The Company and the Selling Shareholder hereby acknowledge that circumstances under which the Representatives may provide notice to postpone the Closing Date as originally scheduled include any determination by the Company, the Selling Shareholder or the Representatives to recirculate to the public copies of an amended or supplemented Prospectus or a delay as contemplated by the provisions of Section 11 hereof. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James & AssociatesVorys, Inc.Xxxxx, 880 Carillon ParkwayXxxxxxx and Xxxxx LLP, St. Petersburg00 Xxxx Xxx Xxxxxx, XxxxxdxXxxxxxxx, xx Xxxx, at 10:00 a.m., St. Petexxxxxxlocal time, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on such date or dates (the "Additional Closing Date") (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives on behalf of the Underwriters to the CompanyCompany and the Selling Shareholder, of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriters are exercising the option and (ii) the names and denominations in which the certificates for which the Additional Shares are to be registered. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the The Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida local time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging at The Depositary Trust Company not later than 9:30 a.m., St. Petersburg, Florida local time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, through the facilities of The Depositary Trust Company, against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account accounts specified in writing, writing not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the CompanyCompany and the Selling Shareholder. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. Payment for the Shares sold by the Selling Shareholder hereunder shall be delivered by the Representatives to the Selling Shareholder. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James Xxxxxxx Xxxxx and Associates, Inc.Inc. or Xxxx Xxxxx Wood Walker, Incorporated, individually and not as Representaxxxxx xf xxx a Representative of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement. The Selling Shareholder hereby agrees that it will pay all stock transfer taxes, stamp duties and other similar taxes, if any, payable upon the sale or delivery of the Shares to be sold by the Selling Shareholder to the several Underwriters, or otherwise in connection with the performance of the Selling Shareholder's obligations hereunder.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Xxxxxxx Xxxxxxx & AssociatesXxxxxxxx LLP, Inc.000 Xxxxxxxxx Xxxxxx, 880 Carillon ParkwayXxx Xxxx, St. Petersburg, Xxxxxdx xx XX 00000 at 10:00 a.m., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon , xxxx xxxxxxxx xxxx xxxxx or such other place, time and date as the Representatives shall designate by notice to the Company (the time and date of this Agreement (such closing are called the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives and the Company. The Company hereby acknowledges that circumstances under which the Representatives may provide notice to postpone the Closing Date as originally scheduled include any determination by the Company or the Representatives to recirculate to the public copies of an amended or supplemented Prospectus or a delay as contemplated by the provisions of Section 11 hereof. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Xxxxxxx Xxxxxxx & AssociatesXxxxxxxx LLP, Inc.000 Xxxxxxxxx Xxxxxx, 880 Carillon ParkwayXxx Xxxx, St. PetersburgXX 00000, Xxxxxdx, xx at 10:00 a.m., St. PetexxxxxxNew York City time, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on such date or dates (the "each an “Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives on behalf of the Underwriters to the Company, of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time and from time to time within 30 days after the date of the ProspectusProspectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriters are exercising the option and (ii) the names and denominations for which the Additional Shares are to be registered. The place of closing for the Additional Shares and the each Additional Closing Date may be varied by agreement between you the Representatives and the Company. Certificates for the The Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida New York City time, not later than the second full business day preceding the Closing Date or the each Additional Closing Date, as the case may be. Such Specimen certificates representing the Shares shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida New York City time, on the business day immediately preceding the Closing Date or the each Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the each Additional Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of immediately available funds to an account specified in writing, not later than the close of business on the second full business day next preceding the Closing Date or the each Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account accounts and the accounts of the several Underwriters, to accept delivery of and receipt forof, and make payment of the purchase price per Share for for, the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James Xxxxxxx Xxxxx and Associates, Inc. and SunTrust Xxxxxxxx Xxxxxxxx, Inc., each individually and not as Representaxxxxx xf xxx Representatives of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the each Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Raymxxx Xxxex & AssociatesXssociates, Inc., 880 Carillon ParkwayXxxxxxxx Xxxxxxx, St. PetersburgXx. Xxxxxxxxxx, Xxxxxdx Xxxxxxx, xx 10:00 a.m., St. PeterxxxxxPetersburg, Xxxxxxx xxxxFlorida time, xxxx xxxxxxxx xxxx xxxxx [three] business days after the date of this Agreement hereof (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Raymxxx Xxxex & AssociatesXssociates, Inc., 880 Carillon ParkwayXxxxxxxx Xxxxxxx, St. PetersburgXx. Xxxxxxxxxx, XxxxxdxXxxxxxx, xx 10:00 a.m., St. PetexxxxxxPetersburg, Xxxxxxx xxxxFlorida time, xx xxxx xxxx xx xxxxx on such date or dates (the "Additional Closing Date") (which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three nor later latter than ten business days after the giving of the notice hereinafter referred to) ), as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given to the Company by you at any time within 30 days after the date of upon which the ProspectusRegistration Statement is declared effective by the Commission. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Company Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than on the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore Purchase Price therefor by wire transfer of immediately available funds to an account specified or certified or official bank check or checks payable in writing, not later than the close of business on the business same day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementfunds.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & Associates, Xxxxx Xxxxxx Inc., 880 Carillon Parkway000 Xxxxxxxxx Xxxxxx, St. PetersburgXxx Xxxx, Xxxxxdx xx XX 00000, at 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon November __, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1997 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between among you, the Representatives Company and the CompanyAttorneys-in-Fact. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Xxxxx Xxxxxx Inc. at such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company and the Attorneys-in-Fact of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you among you, the Company and the CompanyAttorneys-in-Fact. Certificates for the Firm Shares (other than the Selling Stockholder Shares and for any the Additional Shares Shares) to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be, and certificates for the Firm Shares (other than Company Shares) and for any Additional Shares to be purchased hereunder shall be endorsed to Xxxxx Xxxxxx Inc., as representative of the several Underwriters or in blank, on each stock certificate in registered form or on a separate document for the purpose of assigning or transferring or granting a power to assign or transfer. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment to the order of the Company and the Attorneys-in-Fact of the purchase price therefore by wire transfer of therefor in federal funds or other funds immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this AgreementNew York City.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx xx 10:00 a.m., St. Peterxxxxx, Xxxxxxx xxxx, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement (the "Closing Date"). a) The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by each Underwriter hereunder, in definitive form, and in such authorized denominations and registered in such names as Goldxxx, Xxchx & Xo. and Saloxxx Xxxxx Xxxnxx Xxx. may request upon at least 48 hours' prior written notice to the Underwriters Company shall be made at the offices of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx (the "Additional Closing Date") (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives delivered by or on behalf of the Underwriters Company to Goldxxx, Xxchx & Xo. and Saloxxx Xxxxx Xxxnxx Xxx. through the Company, facilities of The Depository Trust Company (the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be"DTC"), for the account of such Underwriter, but any against payment by or on behalf of such Underwriter of the purchase price therefor by wire transfer of Federal (same-day) funds to the accounts specified by the Company to Goldxxx, Xxchx & Xo. and Saloxxx Xxxxx Xxxnxx Xxx. at least 48 hours in advance. The Company will cause the certificates representing the Shares to be made available for checking and packaging at least 24 hours prior to the Closing Date (as defined below) with respect thereto at the office of the DTC or its designated custodian (the "Designated Office"). The time and date of such delivery and payment shall be, with respect to the Firm Shares, 9:30 a.m., New York City time, on ________, 2000 or such other time and date as Goldxxx, Xxchx & Xo., Saloxxx Xxxxx Xxxnxx Xxx. and the Company may agree upon in writing, and, with respect to the Additional Shares, 9:30 a.m., New York time, on the date specified in accordance with Section 2 by Goldxxx, Xxchx & Xo. and Saloxxx Xxxxx Xxxnxx Xxx. in the written notice given by Goldxxx, Xxchx & Xo. and Saloxxx Xxxxx Xxxnxx Xxx. of the Underwriters' election to purchase such Additional Shares, or such other time and date as Goldxxx, Xxchx & Xo., Saloxxx Xxxxx Xxxnxx Xxx. and the Company may agree upon in writing. Such time and date for delivery of the Firm Shares is herein called the "Firm Closing Date", such time and date for delivery of the Additional Shares, if not relieve the 4 Firm Closing Date, is herein called the "Additional Closing Date", and each such Underwriter from any of its obligations under this Agreementtime and date for delivery is herein called a "Closing Date".

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & AssociatesSmitx Xxxxxx Xxx., Inc.388 Xxxxxxxxx Xxxxxx, 880 Carillon ParkwayXxx Xxxx, St. PetersburgXX 00000, Xxxxxdx xx 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon November 26, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1996 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives among you and the CompanyAttorneys-in-Fact. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Smitx Xxxxxx Xxx. at such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the Additional Shares Company and the Additional Closing Date may be varied by agreement between you and the Company. Attorneys-in-Fact Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of in immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementfunds.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Rxxxxxx Jxxxx & Associates, Inc., 880 Carillon Parkway800 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx at 10:00 a.m., St. Petersburg, Xxxxxdx xx 10:00 a.m.Florida time, on [●], or such other place, time and date not later than 1:30 p.m., St. PeterxxxxxPetersburg, Xxxxxxx xxxxFlorida time, xxxx xxxxxxxx xxxx xxxxx on [●] as the Representative shall designate by notice to the Company (the time and date of this Agreement (such closing are called the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Representative and the Company. The Company hereby acknowledges that circumstances under which the Representative may provide notice to postpone the Closing Date as originally scheduled include any determination by the Company or the Representative to recirculate to the public copies of an amended or supplemented Prospectus or a delay as contemplated by the provisions of Section 11 hereof. ___________________________ 1 94% of the public offering price. 2 96% of the public offering price. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Rxxxxxx Jxxxx & Associates, Inc., 880 Carillon Parkway800 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx, at 10:00 a.m., St. Petersburg, XxxxxdxFlorida time, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on such date or dates (the "“Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three one nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives Representative on behalf of the Underwriters to the Company, of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth the aggregate number of Additional Shares as to which the Underwriters are exercising the option. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you the Representative and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you the Representative on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer Representative to the Company. Delivery of the Shares shall be made through the facilities of The Depositary Trust Company unless the Representative shall otherwise instruct. It is understood that the Representatives have Representative has been authorized, for their its own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James Rxxxxxx Jxxxx and Associates, Inc., individually and not as Representaxxxxx xf xxx Representative of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives Representative by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx at 10:00 a.m., St. Petersburg, Xxxxxdx xx 10:00 a.m.Florida time, St. Peterxxxxx, Xxxxxxx xxxx, xxxx xxxxxxxx xxxx xxxxx on the fourth full business day after the date of this Agreement Agreement, unless the pricing occurs at a time earlier than 4:30 p.m., St. Petersburg, Florida time, in which case insert the third full business day after the date of this Agreement., or such other place, time and date not later than 1:30 p.m., St. Petersburg, Florida time, on , 2006 [ten business days following the original contemplated Closing Date] as the Representative shall designate by notice to the Company (the "time and date of such closing are called the “Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Representative and the Company. The Company hereby acknowledges that circumstances under which the Representative may provide notice to postpone the Closing Date as originally scheduled include any determination by the Company or the Representative to recirculate to the public copies of an amended or supplemented Prospectus or a delay as contemplated by the provisions of Section 11 hereof. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx, at 10:00 a.m., St. Petersburg, XxxxxdxFlorida time, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on such date or dates (the "“Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives Representative on behalf of the Underwriters to the Company, of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriters are exercising the option and (ii) the names and denominations in which the certificates for which the Additional Shares are to be registered. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer Representative to the Company. Company It is understood that the Representatives have Representative has been authorized, for their its own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James Xxxxxxx Xxxxx and Associates, Inc., individually and not as Representaxxxxx xf xxx Representative of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives Representative by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James & AssociatesXxxxxxx Xxxxx LLP, Inc.000 Xxxxxx, 880 Carillon ParkwaySuite 4200, St. PetersburgHouston, Xxxxxdx xx 10:00 Texas at 9:00 a.m., St. PeterxxxxxHouston, Xxxxxxx xxxxTexas time, xxxx xxxxxxxx xxxx xxxxx on [•], 2011, or such other place, time and date not later than 12:30 p.m., Houston, Texas time, on [•], 2011 as the Representatives shall designate by notice to the Company and the Selling Stockholders (the time and date of this Agreement (such closing are referred to as the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between among the Representatives Representatives, the Company and the CompanySelling Stockholders. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters and payment therefor shall be made at the offices of Raymond James & AssociatesXxxxxxx Xxxxx LLP, Inc.000 Xxxxxx, 880 Carillon ParkwaySuite 4200, St. PetersburgHouston, Xxxxxdx, xx 10:00 Texas at 9:00 a.m., St. PetexxxxxxHouston, Xxxxxxx xxxxTexas time, xx xxxx xxxx xx xxxxx on such date or dates (the "each, an “Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written noticenotice or notices, from the Representatives on behalf of the Underwriters to the CompanyCompany and the Selling Stockholders, of the Underwriters' ’ determination to purchase a number, specified in such noticenotice or notices, of Additional Shares. Such notice or notices may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriters are exercising the option and (ii) the names and denominations in which the Additional Shares are to be registered. The place of closing for the Additional Shares and the any Additional Closing Date may be varied by agreement between you among you, the Company and the CompanySelling Stockholders. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing Delivery of the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on made through the Closing Date or the Additional Closing Date, as the case may be, facilities of The Depository Trust Company against payment of the purchase price therefore therefor by the Underwriters by Federal wire transfer of immediately available funds to an account or accounts specified in writing, not later than the close of business on the business day next immediately preceding the Closing Date or the Additional Closing Date, as the case may be, by the CompanyCompany and the Selling Stockholders. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. Payment for the Shares sold by the Selling Stockholders hereunder shall be delivered by the Representatives to the Selling Stockholders. It is understood that the Representatives have been authorized, for their own account accounts and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James Subject to Section 13 hereof, Xxxxxxx Xxxxx and Associates, Inc. or Xxxxxxxxx & Company, Inc., individually and not as Representaxxxxx xf xxx a Representative of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter; provided, but any such payment however, that this sentence shall not relieve such Underwriter from any of its obligations under this Agreement. Each Selling Stockholder hereby agrees that it will pay all stock transfer taxes, stamp duties and other similar taxes, if any, payable upon the sale or delivery of the Shares to be sold by such Selling Stockholder to the several Underwriters, or otherwise in connection with the performance of such Selling Stockholder’s obligations hereunder.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Milbank, Tweed, Xxxxxx & AssociatesXxXxxx XXX, Inc.0 Xxxxx Xxxxxxxxx Xxxxx, 880 Carillon ParkwayXxx Xxxx, St. Petersburg, Xxxxxdx xx Xxx Xxxx at 10:00 a.m., St. PeterxxxxxNew York time, Xxxxxxx xxxxon May 14, xxxx xxxxxxxx xxxx xxxxx 2014 or such other place, time and date not later than 1:30 p.m., New York time, on May 16, 2014 as the Representative shall designate by notice to the Company (the time and date of this Agreement (such closing are called the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Representative and the Company. The Company hereby acknowledges that circumstances under which the Representative may provide notice to postpone the Closing Date as originally scheduled include any determination by the Company or the Representative to recirculate to the public copies of an amended or supplemented Prospectus or a delay as contemplated by the provisions of Section 11 hereof. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Milbank, Tweed, Xxxxxx & AssociatesXxXxxx LLP, Inc.1 Chase Manhattan Plaza, 880 Carillon ParkwayNew York, St. PetersburgNew York, Xxxxxdx, xx at 10:00 a.m., St. PetexxxxxxNew York time, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on such date or dates (the "“Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives Representative on behalf of the Underwriters to the Company, of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriters are exercising the option and (ii) the names and denominations in which the certificates for which the Additional Shares are to be registered. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you the Representative and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing Delivery of the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered made to you the Representative on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available Federal (same-day) funds to an account specified to the Representative in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. The Company shall deliver the Firm Shares and any Additional Shares through the facilities of the Depository Trust Company unless the Representative shall otherwise instruct. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer Representative to the Company. It is understood that the Representatives have Representative has been authorized, for their its own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James Xxxxxxx Xxxxx and Associates, Inc., individually and not as Representaxxxxx xf xxx Representative of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives Representative by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James & AssociatesAssociatex, Inc.Xxx., 880 000 Carillon Parkway, St. PetersburgXxxxxxxxxx, Xxxxxdx Xxxxxxx, xx 10:00 a.m.00:00 x.x., St. PeterxxxxxXx. Xxxxxsburg, Xxxxxxx xxxxFlorida time, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement on October 6, 1995 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James & Associates, Inc.Xxx., 880 000 Carillon Parkway, St. PetersburgXxxxxxxxxx, XxxxxdxXxxxxxx, xx 10:00 a.m.00:00 x.x., St. PetexxxxxxXx. Xxxxrsburg, Xxxxxxx xxxxFlorida time, xx xxxx xxxx xx xxxxx on such date or dates (the "Additional Closing Date") (which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company and the Selling Shareholders that are selling Additional Shares of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given to the Company and the Selling Shareholders that are selling Additional Shares by you at any time within 30 days prior to the 28th day after the date of the Prospectus. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between among you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available in federal (same day) funds to an account specified the designated account(s) established on behalf of the Company at LaSalle National Bank, N.A. 5. Covenants and Agreements of the Company. The Company covenants and agrees with the several Underwriters as follows: (a) The Company will use its best efforts to cause the Registration Statement to become effective, if it has not already become effective, and will advise you promptly and, if requested by you, will confirm such advice in writingwriting (i) when the Registration Statement has become effective and when any post-effective amendment thereto becomes effective, (ii) if Rule 430A under the Act is employed, when the Prospectus has been timely filed pursuant to Rule 424(b) under the Act, (iii) of any request by the Commission for amendments or supplements to the Registration Statement, any Prepricing Prospectus or the Prospectus or for additional information, (iv) of the issuance by the Commission of any stop order suspending the effectiveness of the Registration Statement or of the suspension of qualification of the Shares for offering or sale in any jurisdiction or the initiation of any proceeding for such purposes and (v) within the period of time referred to in subsection 5(e) hereof, of any change in the Company's condition (financial or other), business, prospects, properties, net worth or results of operations, or of any event that comes to the attention of the Company that makes any statement made in the Registration Statement or the Prospectus (as then amended or supplemented) untrue in any material respect or that requires the making of any additions thereto or changes therein in order to make the statements therein not later than misleading in any material respect, or of the necessity to amend or supplement the Prospectus (as then amended or supplemented) to comply with the Act or any other law. If at any time the Commission shall issue any stop order suspending the effectiveness of the Registration Statement, the Company will make every reasonable effort to obtain the withdrawal of such order at the earliest possible time. If the Company elects to rely on Rule 434 under the Act, the Company will provide the Underwriters with copies of the form of Rule 434 Prospectus (including a term sheet that complies with the requirements of Rule 434 under the Act), in such number as the Underwriters may reasonably request, and file or transmit for filing with the Commission in accordance with Rule 424(b) of the Act the form of Prospectus complying with Rule 434(b)(2) of the Act by the close of business in New York on the business day next preceding immediately following the date hereof. If the Company elects not to rely on Rule 434 under the Act, the Company will provide the Underwriters with copies of the form of Prospectus, in such number as the Underwriters may reasonably request, and file or transmit for filing with the Commission such Prospectus in accordance with Rule 424(b) of the Act by the close of business in New York on the business day immediately following the date hereof. (b) The Company will furnish to you, without charge, two signed duplicate originals of the Registration Statement as originally filed with the Commission and of each amendment thereto, including financial statements and all exhibits thereto, and will also furnish to you, without charge, such number of conformed copies of the Registration Statement as originally filed and of each amendment thereto as you may reasonably request. (c) The Company will not file any Rule 462 Registration Statement or any amendment to the Registration Statement or make any amendment or supplement to the Prospectus of which you shall not previously have been advised (with a reasonable opportunity to review such amendment or supplement) or to which you have reasonably objected after being so advised. (d) Prior to the execution and delivery of this Agreement, the Company has delivered or will deliver to you, without charge, in such quantities as you have requested or may hereafter reasonably request, copies of each form of the Prepricing Prospectus. The Company consents to the use, in accordance with the provisions of the Act and with the securities laws of the jurisdictions in which the Shares are offered by the several Underwriters and by dealers, prior to the date of the Prospectus, of each Prepricing Prospectus so furnished by the Company. (e) As soon after the execution and delivery of this Agreement as is practicable and thereafter from time to time for such period as in the reasonable opinion of counsel for the Underwriters a prospectus is required by the Act to be delivered in connection with sales by any Underwriter or a dealer, and for so long a period as you may request for the distribution of the Shares, the Company will deliver to each Underwriter, without charge, as many copies of the Prospectus (and of any amendment or supplement thereto) as they may reasonably request. The Company consents to the use of the Prospectus (and of any amendment or supplement thereto) in accordance with the provisions of the Act and with the securities laws of the jurisdictions in which the Shares are offered by the several Underwriters and by all dealers to whom Shares may be sold, both in connection with the offering and sale of the Shares and for such period of time thereafter as the Prospectus is required by the Act to be delivered in connection with sales by any Underwriter or dealer. (f) The Company will cooperate with you and counsel for the Underwriters in connection with the registration or qualification of the Shares for offering and sale by the several Underwriters and by dealers under the securities laws of such jurisdictions as you may reasonably designate and will file such consents to service of process or other documents as may be reasonably necessary in order to effect such registration or qualification; provided that in no event shall the Company be obligated to qualify to do business in any jurisdiction where it is not now so qualified or to take any action which would subject it to service of process in suits, other than those arising out of the offering or sale of the Shares, in any jurisdiction where it is not now so subject. (g) The Company will make generally available to its security holders a consolidated earnings statement (in form complying with the Provisions of Rule 158), which need not be audited, covering a twelve-month period commencing after the effective date of the Registration Statement and the Rule 462 Registration Statement, if any, and ending not later than 15 months thereafter, as soon as practicable after the end of such period, which consolidated earnings statement shall satisfy the provisions of Section 11(a) of the Act. (h) During the period ending three years from the date hereof, the Company will furnish to you and, upon your request, to each of the other Underwriters, (i) as soon as available, a copy of each proxy statement, quarterly or annual report or other report of the Company mailed to shareholders or filed with the Commission, the NASD or any securities exchange and (ii) from time to time such other information concerning the Company as you may reasonably request. (i) If this Agreement shall terminate or shall be terminated after execution pursuant to any provision hereof (except pursuant to a termination under Section 11 hereof) or if this Agreement shall be terminated by the Underwriters because of any inability, failure or refusal on the part of the Company or the Selling Shareholders to perform any agreement herein or to comply with any of the terms or provisions hereof, the Company agrees to reimburse you and the other Underwriters for all out-of-pocket expenses (including travel expenses and fees and expenses of counsel for the Underwriters but excluding wages and salaries paid by you) reasonably incurred by you in connection herewith. (j) The Company will apply the net proceeds payable to it from the sale of the Shares for the purposes set forth under "Use of Proceeds" in the Prospectus. (k) If Rule 430A under the Act is employed, the Company will timely file the Prospectus pursuant to Rule 424(b) under the Act. (l) For a period of 120 days after commencement of the public offering of the Shares by the Underwriters, the Company will not, without the prior written consent of Raymond James & Associatex, Xxx., xxxx, contract to sell or otherwise dispose of any Common Shares or rights to purchase any Common Shares, except (i) to the Underwriters pursuant to this Agreement, (ii) upon the exercise of currently outstanding warrants and options, and (iii) not more than 400,000 Common Shares to be issued in connection with the acquisition of businesses by the Company, provided that the recipients of Common Shares referred to in clause (iii) agree that they will not sell such Common Shares prior to 120 days after the commencement of the public offering of the Shares by the Underwriters. (m) Prior to the Closing Date or the Additional Closing Date, as the case may be, the Company will furnish to you, as promptly as possible, copies of any quarterly unaudited interim consolidated financial statements of the Company and its subsidiaries for any period subsequent to the periods covered by the Companyfinancial statements appearing in the Prospectus. Payment for (n) The Company will comply with all provisions of any undertakings contained in the Shares sold Registration Statement. (o) The Company will timely file with the National Association of Securities Dealers Automated Quotation System National Market ("Nasdaq National Market") all documents and notices required by the Company hereunder shall be delivered Nasdaq National Market of companies that have issued securities that are traded in the over-the- counter market and quotations for which are reported by the Representatives via wire transfer to the CompanyNasdaq National Market. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement6.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx at 10:00 a.m., St. Petersburg, Xxxxxdx xx 10:00 a.m.Florida time, on December 14, 2015, or such other place, time and date not later than 1:30 p.m., St. PeterxxxxxPetersburg, Xxxxxxx xxxxFlorida time, xxxx xxxxxxxx xxxx xxxxx on December 29, 2015 as the Representative shall designate by notice to the Company (the time and date of this Agreement (such closing are called the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Representative and the Company. The Company hereby acknowledges that circumstances under which the Representative may provide notice to postpone the Closing Date as originally scheduled include any determination by the Company or the Representative to recirculate to the public copies of an amended or supplemented Prospectus or a delay as contemplated by the provisions of Section 11 hereof. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx, at 10:00 a.m., St. Petersburg, XxxxxdxFlorida time, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on such date or dates (the "“Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives Representative on behalf of the Underwriters to the Company, of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriters are exercising the option and (ii) the names and denominations in which the certificates for which the Additional Shares are to be registered. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer Representative to the Company. The Company shall deliver the Firm Shares and any Additional Shares through the facilities of The Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. It is understood that the Representatives have Representative has been authorized, for their its own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James Xxxxxxx Xxxxx and Associates, Inc., individually and not as Representaxxxxx xf xxx Representative of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives Representative by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Skadden, Arps, Slate, Xxxxxxx & AssociatesXxxx LLP, Inc.Four Times Square, 880 Carillon ParkwayNew York, St. PetersburgNew York, Xxxxxdx xx at 10:00 a.m., St. PeterxxxxxNew York, Xxxxxxx xxxxNew York time, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement on ______, 2005 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Representative and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Skadden, Arps, Slate, Xxxxxxx & AssociatesXxxx LLP, Inc.Four Times Square, 880 Carillon ParkwayNew York, St. PetersburgNew York, Xxxxxdx, xx at 10:00 a.m., St. PetexxxxxxNew York, Xxxxxxx xxxxNew York time, xx xxxx xxxx xx xxxxx on such date or dates (the "Additional Closing Date") (which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, notice from the Representatives on behalf of the Underwriters Representative to the Company, Company of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such You may give such notice may be given to the Company at any time within 30 days after the date of the Prospectus. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you the Representative and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you the Representative shall request prior to 1:00 p.m., St. PetersburgNew York, Florida timeNew York time (or such other time as the parties agree), not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you the Representative in St. PetersburgNew York, Florida New York for inspection and packaging not later than 9:30 a.m., St. PetersburgNew York, Florida New York time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you the Representative on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an the account specified in writing, not later than the close of business on the business day two days next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Firm Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer Representative to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx, at 10:00 a.m., St. Petersburg, Xxxxxdx xx 10:00 a.m.Florida time, St. Peterxxxxxon __________, Xxxxxxx xxxx, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 2000 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx, at 10:00 a.m., St. Petersburg, XxxxxdxFlorida time, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on such date or dates (the "Additional Closing Date") (which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given to the Company by you at any time within 30 days after the date of the Prospectus. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an the account specified in writing, not later than the close of business on the business day two days next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Firm Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & Associates, Saloxxx Xxxxx Xxxney Inc., 880 Carillon Parkway388 Xxxxxxxxx Xxxxxx, St. PetersburgXxx Xxxx, Xxxxxdx XX 00000, xx 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon February 27, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 2001 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices office of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Saloxxx Xxxxx Xxxnxx Xxx. mentioned above at such time and on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Additional Shares may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.P.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional any Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of therefor in immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementfunds.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters Representatives of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James Kronish, Lieb, Weiner & AssociatesHellxxx XXX, Inc.1114 Xxxxxx xx xxx Xxxxxxxx, 880 Carillon ParkwayXxx Xxxx, St. PetersburgXX 00000, Xxxxxdx xx 10:00 a.m., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon May __, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1998 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices office of Raymond James Kronish, Lieb, Weiner & AssociatesHellxxx XXX, Inc.1114 Xxxxxx xx xxx Xxxxxxxx, 880 Carillon ParkwayXxx Xxxx, St. Petersburg, Xxxxxdx, XX 00000 xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx such time and on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives on behalf to the Company of the Underwriters to the Company, of the UnderwritersRepresentatives' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you the Representatives and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you the Representatives shall request prior to 1:00 p.m.9:30 a.m., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional Option Closing Date, as the case may be. Such certificates shall be made available to you the Representatives in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you the Representatives on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by 's account, provided that the Company hereunder shall be delivered by the Representatives via wire transfer give at least two business days' prior written notice to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts Underwriters of the several Underwriters, information required to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of effect such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementwire transfers.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters Underwriter of the Firm Shares and payment therefor shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx at 10:00 a.m., St. Petersburg, Xxxxxdx xx 10:00 a.m.Florida time, on September 16, 2009, or such other place, time and date not later than 1:30 p.m., St. PeterxxxxxPetersburg, Xxxxxxx xxxxFlorida time, xxxx xxxxxxxx xxxx xxxxx on September 23, 2009 as the Underwriter shall designate by notice to the Company (the time and date of this Agreement (such closing are called the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Underwriter and the Company. The Company hereby acknowledges that circumstances under which Underwriter may provide notice to postpone the Closing Date as originally scheduled include any determination by the Company or the Underwriter to recirculate to the public copies of an amended or supplemented Prospectus or a delay as contemplated by the provisions of Section 11 hereof. Delivery to the Underwriters Underwriter of and payment for any Additional Shares to be purchased by the Underwriters Underwriter shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx, at 10:00 a.m., St. Petersburg, XxxxxdxFlorida time, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on such date or dates (the "“Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives on behalf of the Underwriters to the CompanyUnderwriter, of the Underwriters' Underwriter’s determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriter is exercising the option and (ii) the names and denominations in which the certificates for which the Additional Shares are to be registered. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you the Underwriter and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you the Underwriter on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer Underwriter to the Company. Delivery of the Shares shall be made through the facilities of The Depositary Trust Company unless the Underwriter shall otherwise instruct. It is understood that the Representatives have Underwriter has been authorized, for their its own account and the accounts of the several Underwritersaccount, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have Underwriter has agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James & AssociatesXxxxxxxxx Xxxxxxx, Inc.XXX, 880 Carillon Parkway000 Xxxx Xxxxxx, St. PetersburgXxx Xxxx, Xxxxxdx xx Xxx Xxxx at 10:00 a.m., St. PeterxxxxxNew York, Xxxxxxx xxxxNew York time, xxxx xxxxxxxx xxxx xxxxx on [ ], or such other place, time and date not later than 1:30 p.m., New York, New York time, on the third business day thereafter as the Representative shall designate by notice to the Company (the time and date of this Agreement (such closing are called the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Representative and the Company. The Company hereby acknowledges that circumstances under which the Representative may provide notice to postpone the Closing Date as originally scheduled include any determination by the Company or the Representative to recirculate to the public copies of an amended or supplemented Prospectus or a delay as contemplated by the provisions of Section 13 hereof. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James & AssociatesXxxxxxxxx Xxxxxxx, Inc.LLP, 880 Carillon Parkway000 Xxxx Xxxxxx, St. PetersburgXxx Xxxx, XxxxxdxXxx Xxxx, xx at 10:00 a.m., St. PetexxxxxxNew York, Xxxxxxx xxxxNew York time, xx xxxx xxxx xx xxxxx on such date or dates (the "“Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives Representative on behalf of the Underwriters to the Company, of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriters are exercising the option and (ii) the names and denominations in which the certificates for which the Additional Shares are to be registered. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing Delivery of the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on made through the Closing Date or the Additional Closing Date, as the case may be, facilities of The Depositary Trust Company against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account or accounts specified in writing, not later than the close of business on the business day next immediately preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer Representative to the Company. It is understood that the Representatives have Representative has been authorized, for their its own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price Purchase Price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James Xxxxxxx Xxxxx and Associates, Inc., individually and not as Representaxxxxx xf xxx the representative of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives Representative by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, St. Petersburg, Xxxxxdx xx 10:00 a.m., St. PeterxxxxxXx. Xxxxxxxxxx, Xxxxxxx xxxxat 10:00 a.m. eastern time, xxxx xxxxxxxx xxxx xxxxx on September , 2003, or such -- other place, time and date not later than 1:30 p.m., eastern time, on 10 business days following original contemplated Closing Date as the Representative shall designate by notice to the Company (the time and date of this Agreement (such closing are called the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives and the Company. The Company hereby acknowledges that circumstances under which the Representatives may provide notice to postpone the Closing Date as originally scheduled include any determination by the Company or the Representatives to recirculate to the public copies of an amended or supplemented Prospectus or a delay as contemplated by the provisions of Section 11 hereof. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, St. PetersburgXx. Xxxxxxxxxx, XxxxxdxXxxxxxx, xx at 10:00 a.m.a.m. eastern time, St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on such date or dates (the "Additional Closing Date") (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives on behalf of the Underwriters to the Company, of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriters are exercising the option and (ii) the names and denominations in which the certificates for which the Additional Shares are to be registered. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida p.m. eastern time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging at The Depository Trust Company ("DTC") not later than 9:30 a.m., St. Petersburg, Florida a.m. eastern time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may bebe through the facilities of DTC, against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account accounts specified in writing, not later than the close of business on the business day next immediately preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James Xxxxxxx Xxxxx and Associates, Inc., individually and not as Representaxxxxx xf xxx Representative of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters or registry of and payment for the Firm Shares and payment therefor shall be made at the offices of Raymond James & AssociatesPrincipal Financial Securities, Inc., 880 Carillon Parkway1445 Xxxx Xxxxxx, St. PetersburgSuite 4800, Xxxxxdx xx Dallas, Texas, at 10:00 a.m., St. PeterxxxxxDallas, Xxxxxxx xxxxTexas time, xxxx xxxxxxxx xxxx xxxxx on the fourth full business day following the date of this Agreement (the "Closing Date"). The place of closing delivery for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the Company. Delivery to the Underwriters or registry of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James & AssociatesPrincipal Financial Securities, Inc., 880 Carillon Parkway1445 Xxxx Xxxxxx, St. PetersburgSuite 4800, XxxxxdxDallas, xx Texas, at 10:00 a.m., St. PetexxxxxxDallas, Xxxxxxx xxxxTexas time, xx xxxx xxxx xx xxxxx on such date or dates (the "Additional Closing Date") (which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given to the Company by you at any time within 30 days after the date of the Prospectusthis Agreement. The place of closing delivery for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates Firm Shares shall be registered in the name of the nominee of the Depository Trust Company ("DTC"), Cede & Co., and credited to the accounts of such Underwriters as the Representatives shall request, upon notice to the Company at least 48 hours prior to the Closing Date, with any transfer taxes payable in connection with the transfer of the Firm Shares to the Underwriters duly paid, against payment by or on behalf of the Underwriters to the account of the Company of the aggregate purchase price therefor by wire transfer in immediately available funds. The Company will make the certificate or certificates for the Firm Shares available for checking and for packaging by the Representatives at the offices in New York, New York of the Company's transfer agent or registrar or of the Representatives at least 24 hours prior to the Closing Date. One or more certificates in definitive form representing any Additional Shares purchased shall be delivered, or, if such Additional Shares are to be purchased hereunder held through DTC, such Additional Shares shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.credited, St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or on the Additional Closing DateDate in the same manner, as and upon the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection same terms and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment conditions set forth for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account delivery and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this AgreementFirm Shares.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Rxxxxxx Jxxxx & Associates, Inc., 880 Carillon Parkway800 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx 00000, at 10:00 a.m., St. Petersburg, Xxxxxdx xx 10:00 a.m.Florida time, St. Peterxxxxx, Xxxxxxx xxxx, xxxx xxxxxxxx xxxx xxxxx on the second full business day following the date hereof or, if the pricing of this Agreement (the "Closing Date"). The place of closing for the Firm Shares occurs after 4:30 p.m., St. Petersburg, Florida time, on the third full Business Day thereafter, or at such other date as shall be determined by the Representative and the Company (the time and date of such closing are called the “Closing Date may be varied by agreement between the Representatives and the CompanyDate”). Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Rxxxxxx Jxxxx & Associates, Inc., 880 Carillon Parkway800 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx 00000, at 10:00 a.m., St. Petersburg, XxxxxdxFlorida time, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on such date or dates (the "“Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives Representative on behalf of the Underwriters to the Company, of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth the aggregate number of Additional Shares as to which the Underwriters are exercising the option. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer Representative to the Company. Delivery of the Shares shall be made through the facilities of The Depositary Trust Company unless the Representative shall otherwise instruct. It is understood that the Representatives have Representative has been authorized, for their its own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Rxxxxxx Jxxxx & Associates, Inc., individually and not as Representaxxxxx xf xxx Representative of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives Representative by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters Underwriter of the Firm Shares and payment therefor shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, St. PetersburgXx. Xxxxxxxxxx, Xxxxxdx xx Xxxxxxx at 10:00 a.m., St. PeterxxxxxEastern time, Xxxxxxx xxxxon May 12, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 2006 (the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the Company. The Company hereby acknowledges that circumstances under which you may provide notice to postpone the Closing Date as originally scheduled include, but are not limited to, any determination by the Company or the Underwriter to recirculate to the public copies of an amended or supplemented Prospectus. Delivery to the Underwriters Underwriter of and payment for any Additional Shares to be purchased by the Underwriters Underwriter shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, St. PetersburgXx. Xxxxxxxxxx, XxxxxdxXxxxxxx, xx at 10:00 a.m., St. PetexxxxxxEastern time, Xxxxxxx xxxxon such date or dates (each, xx xxxx xxxx xx xxxxx (the "an “Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives on behalf of the Underwriters Underwriter to the Company, of the Underwriters' Underwriter’s determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of this Agreement and must set forth the Prospectusaggregate number of Additional Shares as to which the Underwriter is exercising the option to purchase. The place of closing for the Additional Shares and the any Additional Closing Date may be varied by agreement between you the Underwriter and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida Eastern time, not later than the close of business on the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida Eastern time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore Purchase Price by wire transfer of immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer Underwriter to the Company. It is understood that the Representatives have Underwriter has been authorized, for their own account and the accounts of the several Underwriters, authorized to accept delivery of and receipt for, for and make payment of the purchase price per Share Purchase Price for the Firm Shares and the Additional Shares, if any, that the Underwriters have Underwriter has agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under purchase in accordance with this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon ParkwayXxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx, at 10:00 a.m., St. Petersburg, Xxxxxdx xx 10:00 a.m., St. Peterxxxxx, Xxxxxxx xxxx, xxxx xxxxxxxx xxxx xxxxx Florida time four business days after the date of this Agreement (the "Closing Date"). The place of closing delivery for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx, at 10:00 a.m., St. Petersburg, XxxxxdxFlorida time, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on such date or dates (the "Additional Closing Date") (which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given to the Company by you at any time within 30 days after the date of the Prospectus. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder under this Agreement shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder under this Agreement shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of in immediately available funds to an the account specified in writingby the Company and the Selling Stockholders, not as the case may be, to the Representatives no later than the close of business on the business day next preceding prior to the Closing Date or the Additional Closing Date, as the case may be. If the Representatives so elect, delivery of the Shares may be made by credit through full fast transfer to the accounts at the Depository Trust Company designated by the CompanyRepresentatives. Payment The certificates in negotiable form for the Stockholder Firm Shares have been placed in custody (for delivery under this Agreement) under the Custody Agreement (as defined below). Each Selling Stockholder agrees that the certificates for the Shares for such Selling Stockholder so held in custody are subject to the interests of the Underwriters under this Agreement, that the arrangements made by such Selling Stockholder for such custody, including the Power of Attorney (as defined below) is to that extent irrevocable and that the obligations of such Selling Stockholder under this Agreement shall not be terminated by the act of such Selling Stockholder or by operation of law, whether by the death or incapacity of such Selling Stockholder or the occurrence of any other event, except as specifically provided in this Agreement or in the Custody Agreement. If any Selling Stockholder should die or be incapacitated, or if any other such event should occur, before the delivery of the certificates for the Shares to be sold by such Selling Stockholder under this Agreement, such Shares, except as specifically provided in this Agreement or in the Company hereunder Custody Agreement, shall be delivered by the Representatives via wire transfer to Custodian (as defined below) in accordance with the Company. It is understood that terms and conditions of this Agreement as if such death, incapacity or other event had not occurred, regardless of whether the Representatives Custodian shall have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account notice of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementdeath or other event.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James King & AssociatesSpalding LLP, Inc.191 Peachtree Street, 880 Carillon ParkwayAtlanta, St. PetersburgGeorgia 30303, Xxxxxdx xx at 10:00 a.m.A.M., St. Peterxxxxx, Xxxxxxx New York Xxxx xxxx, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement xx Xxxxxxx 00, 0000 (the xxx "Closing Xxxxxxx Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Underwriters and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices office of Raymond James King & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Spalding LLP mentioned above at such time and on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives on behalf of the Underwriters to the Company, Company of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you the Underwriters and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you the Underwriters shall request prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you the Underwriters in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you the Underwriters on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & Associates, Xxxxx Xxxxxx Inc., 880 Carillon Parkway000 Xxxxxxxxx Xxxxxx, St. PetersburgXxx Xxxx, Xxxxxdx xx XX 00000, at 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon February [ ], xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1996 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Xxxxx Xxxxxx Inc. at such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.P.M., St. Petersburg, Florida New York City time, not later than on the second full third business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available certified or official bank check or checks payable in New York Clearing House (next day) funds to an account specified in writing, not later than the close order of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Raymxxx Xxxex & AssociatesXssociates, Inc., 880 Carillon ParkwayXxxxxxxx Xxxxxxx, St. PetersburgXx. Xxxxxxxxxx, Xxxxxdx Xxxxxxx, xx 10:00 a.m., St. PeterxxxxxPetersburg, Xxxxxxx xxxxFlorida time, xxxx xxxxxxxx xxxx xxxxx four business days after the date of this Agreement hereof (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Raymxxx Xxxex & AssociatesXssociates, Inc., 880 Carillon ParkwayXxxxxxxx Xxxxxxx, St. PetersburgXx. Xxxxxxxxxx, XxxxxdxXxxxxxx, xx 10:00 a.m., St. PetexxxxxxPetersburg, Xxxxxxx xxxxFlorida time, xx xxxx xxxx xx xxxxx on such date or dates (the "Additional Closing Date") (which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three nor later latter than ten business days after the giving of the notice hereinafter referred to) ), as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given to the Company by you at any time within 30 days after the date of upon which the ProspectusRegistration Statement is declared effective by the Commission. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than on the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer or certified or official bank check or checks payable in same day funds. If the Representatives so elect, delivery of immediately available funds the Shares may be made by credit through full fast transfer to an account specified in writing, not later than the close of business on accounts at the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, Depository Trust Company designated by the CompanyRepresentatives. Payment The certificates in negotiable form for the Shareholder Firm Shares and the Shareholder Additional Shares have been placed in custody (for deliver under this Agreement) under the Custody Agreement (as defined below). Each Selling Shareholder agrees that the certificates for the Shares for such Selling Shareholder so held in custody are subject to the interests of the Underwriters hereunder, that the arrangements made by such Selling Shareholder for such custody, including the Power of Attorney (as defined below) is to that extent irrevocable and that the obligations of such Selling Shareholder hereunder shall not be terminated by the act of such Selling Shareholder or by operation of law, whether by the death or incapacity of such Selling Shareholder or the occurrence of any other event, except as specifically provided herein or in the Custody Agreement. If any Selling Shareholder should die or be incapacitated, or if any other such event should occur, before the delivery of the certificates for the Shares to be sold by such Selling Shareholder hereunder, such Shares, except as specifically provided herein or in the Company hereunder Custody Agreement, shall be delivered by the Representatives via wire transfer to Custodian (as defined below) in accordance with the Company. It is understood that terms and conditions of this Agreement as if such death, incapacity or other event had not occurred, regardless of whether the Representatives Custodian shall have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account notice of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementdeath or other event.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx at 10:00 a.m., St. Petersburg, Xxxxxdx xx 10:00 a.m.Florida time, on May 10, 2017, or such other place, time and date not later than 1:30 p.m., St. PeterxxxxxPetersburg, Xxxxxxx xxxxFlorida time, xxxx xxxxxxxx xxxx xxxxx on May 24, 2017 as the Representative shall designate by notice to the Company (the time and date of this Agreement (such closing are called the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Representative and the Company. The Company hereby acknowledges that circumstances under which the Representative may provide notice to postpone the Closing Date as originally scheduled include any determination by the Company or the Representative to recirculate to the public copies of an amended or supplemented Prospectus or a delay as contemplated by the provisions of Section 11 hereof. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx, at 10:00 a.m., St. Petersburg, XxxxxdxFlorida time, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on such date or dates (the "“Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives Representative on behalf of the Underwriters to the Company, of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriters are exercising the option and (ii) the names and denominations in which the certificates for which the Additional Shares are to be registered. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer Representative to the Company. The Company shall deliver the Firm Shares and any Additional Shares through the facilities of The Depository Trust Company (“DTC”) unless the Representative shall otherwise instruct. It is understood that the Representatives have Representative has been authorized, for their its own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James Xxxxxxx Xxxxx and Associates, Inc., individually and not as Representaxxxxx xf xxx Representative of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives Representative by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters Underwriter of and payment for the Firm Shares and payment therefor the Option Shares (if the option provided for in Section 2(b) hereof shall have been exercised on or before the third business day prior to the Closing Date) shall be made at the offices office of Raymond James & Associates, Xxxxxxx Xxxxx Xxxxxx Inc., 880 Carillon Parkway000 Xxxxxxxxx Xxxxxx, St. PetersburgXxx Xxxx, Xxxxxdx xx XX 00000, at 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon February 28, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 2002 (the "Closing Date"). If the option provided for in Section 2(b) hereof is exercised after the third business day prior to the Closing Date, the Company will deliver the Option Shares to the Underwriter, at 000 Xxxxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx, xx the date specified by the Underwriter (which shall be within three business days after exercise of said option) for the accounts of the Underwriter, against payment by the Underwriter of the purchase price thereof to or upon the order of the Company by wire transfer payable in same-day funds to an account specified by the Company. If settlement for the Option Shares occurs after the Closing Date (the "Settlement Date"), the Company will deliver to the Underwriter on the Settlement Date for the Option Shares, and the obligation of the Underwriter to purchase the Option Shares shall be conditioned upon receipt of, supplemental opinions, certificates and letters confirming as of such date the opinions, certificates and letters delivered on the Closing Date pursuant to Section 8 hereof. The place of closing for the Firm Shares and or the Option Shares and the Closing Date may be varied by agreement between the Representatives and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx (the "Additional Closing Date") (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives on behalf of the Underwriters to the Company, of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the Additional Shares and the Additional Closing or Settlement Date may be varied by agreement between you and the Company. Certificates for The parties acknowledge and agree that the Firm Shares and for any Additional shall be maintained in book-entry-only form. The Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.P.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of therefor in immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementfunds.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Rxxxxxx Jxxxx & Associates, Inc., 880 Carillon Parkway800 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx at 10:00 a.m., St. Petersburg, Xxxxxdx xx 10:00 a.m.Florida time, on [___], or such other place, time and date not later than 1:30 p.m., St. PeterxxxxxPetersburg, Xxxxxxx xxxxFlorida time, xxxx xxxxxxxx xxxx xxxxx on [___] as the Representative shall designate by notice to the Company (the time and date of this Agreement (such closing are called the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Representative and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Rxxxxxx Jxxxx & Associates, Inc., 880 Carillon Parkway800 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx, at 10:00 a.m., St. Petersburg, XxxxxdxFlorida time, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on such date or dates (the "“Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives Representative on behalf of the Underwriters to the Company, of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriters are exercising the option and (ii) the names and denominations in which the certificates for which the Additional Shares are to be registered. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer Representative to the Company. It is understood that the Representatives have Representative has been authorized, for their its own account and the accounts account of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James Rxxxxxx Jxxxx and Associates, Inc., individually and not as Representaxxxxx xf xxx a Representative of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives Representative by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James Latham & AssociatesWatkins, Inc.885 Third Avenue, 880 Carillon ParkwayNew York, St. PetersburgNew York 10022 at 10:00 X.X., Xxxxxdx xx 10:00 a.m., St. Peterxxxxx, Xxxxxxx Nxx Xxxx Cxxx xxxx, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement xx Xxxxxxx 0, 0000 (the xxx "Closing Xxxxxxx Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Underwriters and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James Latham & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Watkins at such time on such date (the "Additional Option Closing Date") (which may be ), xxich xxx xx the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten five business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives Representative on behalf of the Underwriters to the Company, Company of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you the Representative on behalf of the Underwriters and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you the Underwriters shall request prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional Option Closing Date, as the case may be. Such certificates shall be made available to you the Underwriters in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and or any Additional Shares to be purchased hereunder shall be delivered to you the Underwriters on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of therefor in immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementfunds.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters Underwriter of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & AssociatesSkadden, Inc.Arps, 880 Carillon Parkway, St. Petersburg, Xxxxxdx xx 10:00 a.m., St. PeterxxxxxSlate, Xxxxxxx xxxx& Xxxx LLP, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 000 Xxxxx Xxxxx Xxxxxx, Xxxxx 0000, Xxx Xxxxxxx, Xxxxxxxxxx 00000-0000, at 10:00 A.M., New York City time, on November 7, 2013 (the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Underwriter and the Company. Delivery to the Underwriters Underwriter of and payment for any Additional Shares to be purchased by the Underwriters Underwriter shall be made at the offices aforementioned office of Raymond James & AssociatesSkadden, Inc.Arps, 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. PetexxxxxxSlate, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx & Xxxx LLP at such time on such date (the "Additional “Option Closing Date") (”), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives on behalf Underwriter to the Company of the Underwriters to the Company, of the Underwriters' Underwriter’s determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you the Underwriter and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you the Underwriter shall request prior to 1:00 p.m.P.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you the Underwriter in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately preceding the Closing Date or the Additional any Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you the Underwriter on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account specified in writing, not later than the close order of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters Managers of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & Associates, Xxxxx Xxxxxx Inc., 880 Carillon Parkway000 Xxxxxxxxx Xxxxxx, St. PetersburgXxx Xxxx, Xxxxxdx xx XX 00000, at 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon , xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1998 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between among you, the Representatives Company and the CompanyGolder, Thoma, Xxxxxxx, Xxxxxx Fund V, L.P. ("Xxxxxx Xxxxx Fund V"). Delivery to the Underwriters Managers of and payment for any Additional Shares to be purchased by the Underwriters Managers shall be made at the offices aforementioned office of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Xxxxx Xxxxxx Inc. at such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters Managers to the Company, Selling Stockholders of the UnderwritersManagers' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between among you and the Company. Xxxxxx Xxxxx Fund V. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request by written notice prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of in immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementfunds.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & AssociatesWachovia Capital Markets, Inc.LLC, 880 Carillon Parkway000 Xxxxx Xxxxxxx Xxxxxx, St. PetersburgXxxxxxxxx, Xxxxxdx xx Xxxxx Xxxxxxxx 00000, at 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon January 17, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 2007 (the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James & AssociatesWachovia Capital Markets, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx LLC at such time on such date (the "Additional “Option Closing Date") (”), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.P.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account specified in writing, not later than the close order of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James & AssociatesHunton Xxxxxxx Xxxxx LLP, Inc.0000 Xxxxxxxxxxxx Xxxxxx, 880 Carillon ParkwayXX, St. PetersburgXxxxxxxxxx, Xxxxxdx xx XX at 10:00 a.m., St. PeterxxxxxNew York, Xxxxxxx xxxxNew York time, xxxx xxxxxxxx xxxx xxxxx on July 24, 2020, or such other place, time and date not later than 1:30 p.m., New York, New York time, on the second business day thereafter as the Representative shall designate by notice to the Company (the time and date of this Agreement (such closing are called the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Representative and the Company. The Company hereby acknowledges that circumstances under which the Representative may provide notice to postpone the Closing Date as originally scheduled include any determination by the Company or the Representative to recirculate to the public copies of an amended or supplemented Prospectus or a delay as contemplated by the provisions of Section 13 hereof. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James & AssociatesHunton Xxxxxxx Xxxxx LLP, Inc.0000 Xxxxxxxxxxxx Xxxxxx, 880 Carillon ParkwayXX, St. PetersburgXxxxxxxxxx, XxxxxdxXX, xx at 10:00 a.m., St. PetexxxxxxNew York, Xxxxxxx xxxxNew York time, xx xxxx xxxx xx xxxxx on such date or dates (the "“Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives Representative on behalf of the Underwriters to the Company, of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriters are exercising the option and (ii) the names and denominations in which the Additional Shares are to be registered. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you the Representative and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing Delivery of the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on made through the Closing Date or the Additional Closing Date, as the case may be, facilities of The Depository Trust Company against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account or accounts specified in writing, not later than the close of business on the business day next immediately preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer Representative to the Company. It is understood that the Representatives have Representative has been authorized, for their its own account and for the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price Purchase Price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Xxxxxxx Xxxxx & Associates, Inc., individually and not as Representaxxxxx xf xxx the representative of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives Representative by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx at 10:00 a.m., St. Petersburg, Xxxxxdx xx 10:00 a.m.Florida time, St. Peterxxxxxon January 25, Xxxxxxx xxxx2019, xxxx xxxxxxxx xxxx xxxxx or such other place, time and date not later than the fifth business day thereafter as the Representative shall designate by notice to the Company (the time and date of this Agreement (such closing are called the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Representative and the Company. The Company hereby acknowledges that circumstances under which the Representative may provide notice to postpone the Closing Date as originally scheduled include any determination by the Company or the Representative to recirculate to the public copies of an amended or supplemented Prospectus or a delay as contemplated by the provisions of Section 11 hereof. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx, at 10:00 a.m., St. Petersburg, XxxxxdxFlorida time, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on such date or dates (the "“Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives Representative on behalf of the Underwriters to the Company, of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth the aggregate number of Additional Shares as to which the Underwriters are exercising the option. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you the Representative and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you the Representative on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer Representative to the Company. Delivery of the Shares shall be made through the facilities of The Depositary Trust Company unless the Representative shall otherwise instruct. It is understood that the Representatives have Representative has been authorized, for their its own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James Xxxxxxx Xxxxx and Associates, Inc., individually and not as Representaxxxxx xf xxx Representative of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives Representative by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters Managers of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & Associates, Xxxxx Xxxxxx Inc., 880 Carillon Parkway000 Xxxxxxxxx Xxxxxx, St. PetersburgXxx Xxxx, Xxxxxdx xx XX 00000, at 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon , xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1998 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the Company. Delivery to the Underwriters Managers of and payment for any Additional Shares to be purchased by the Underwriters Managers shall be made at the offices aforementioned office of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Xxxxx Xxxxxx Inc. at such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters Managers to the Company, Company of the UnderwritersManagers' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of therefor in immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementfunds.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & AssociatesSmitx Xxxxxx Xxx., Inc.333 Xxxx 00xx Xxxxxx, 880 Carillon ParkwayXxx Xxxx, St. PetersburgXxx Xxxx 00000, Xxxxxdx xx 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon June 25, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1998 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices office of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Smitx Xxxxxx Xxx. mentioned above at such time and on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & Associates, Xxxxx Xxxxxx Inc., 880 Carillon Parkway000 Xxxxxxxxx Xxxxxx, St. PetersburgXxx Xxxx, Xxxxxdx xx XX 00000, at 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon [ ], xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1997 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between among you, the Representatives Company and the CompanySelling Stockholder. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Xxxxx Xxxxxx Inc. at such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between among you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of therefor in immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementfunds.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & Associates, Xxxxx Xxxxxx Inc., 880 Carillon Parkway000 Xxxxxxxxx Xxxxxx, St. PetersburgXxx Xxxx, Xxxxxdx xx 10:00 a.m.XX 00000, St. Peterxxxxxat 9:00 A.M., Xxxxxxx xxxxNew York City time, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement on September 23, 1997 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Xxxxx Xxxxxx Inc. at such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request by written notice (it being understood that a facsimile transmission shall be deemed written notice) prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of therefor in immediately available funds to an account specified in writing, not later than the close order of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this AgreementAttorneys-in-Fact.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James King & AssociatesSpalding LLP, Inc.0000 Xxxxxxxxx Xxxxxx, 880 Carillon ParkwayXX, St. PetersburgXxxxxxx, Xxxxxdx xx Xxxxxxx 00000 at 10:00 a.m., St. PeterxxxxxAtlanta, Xxxxxxx xxxxGeorgia time, xxxx xxxxxxxx xxxx xxxxx on July 16, 2014 or such other place, time and date not later than 1:30 p.m., Atlanta, Georgia time, on the third business day thereafter as the Representative and the Company may agree in writing (the time and date of this Agreement (such closing are called the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Representative and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James King & AssociatesSpalding LLP, Inc.0000 Xxxxxxxxx Xxxxxx, 880 Carillon ParkwayXX, St. PetersburgXxxxxxx, XxxxxdxXxxxxxx 00000, xx at 10:00 a.m., St. PetexxxxxxAtlanta, Xxxxxxx xxxxGeorgia time, xx xxxx xxxx xx xxxxx on such date or dates (the "“Additional Closing Date"”) (which may be the same as the Closing Date, but unless otherwise agreed to by the Company shall in no event not be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives Representative on behalf of the Underwriters to the Company, of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriters are exercising the option and (ii) the names and denominations in which the certificates for which the Additional Shares are to be registered. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing Delivery of the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on made through the Closing Date or the Additional Closing Date, as the case may be, facilities of The Depositary Trust Company against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account or accounts specified in writing, not later than the close of business on the business day next immediately preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer Representative to the Company. It is understood that the Representatives have Representative has been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price Purchase Price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., Xxxxxxx Xxxxx individually and not as Representaxxxxx xf xxx the Representative of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives Representative by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & Associates, Xxxxx Xxxxxx Inc., 880 Carillon Parkway000 Xxxxxxxxx Xxxxxx, St. PetersburgXxx Xxxx, Xxxxxdx xx Xxx Xxxx 00000, at 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon , xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1997 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between among you, the Representatives Company and the CompanyAttorneys-in-Fact. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Xxxxx Xxxxxx Inc. at such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request by written notice, it being understood that a facsimile transmission shall be deemed written notice, prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of therefor in immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementfunds.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & Associates, Xxxxx Xxxxxx Inc., 880 Carillon Parkway000 Xxxxxxxxx Xxxxxx, St. PetersburgXxx Xxxx, Xxxxxdx xx XX 00000, at 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon July 7, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1998 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between among the Representatives Representatives, the Company and the CompanySelling Stockholders. Each Selling Stockholder will pay all applicable state transfer taxes, if any, involved in the transfer to the several Underwriters of the Shares to be purchased by them from such Selling Stockholder and the respective Underwriters will pay any additional stock transfer taxes involved in further transfers. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Xxxxx Xxxxxx Inc. at such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company and the Selling Stockholders of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you among you, the Company and the CompanySelling Stockholders. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of therefor in immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementfunds.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor for the Shares shall be made at the offices of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx xx 10:00 a.m., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon September 12, xxxx xxxxxxxx xxxx xxxxx 2011, or at such time on such later date not more than three (3) Business Days after the foregoing date of this Agreement (as the "Closing Date"). The place of closing for the Firm Shares Representatives shall designate, which date and the Closing Date time may be varied postponed by mutual written agreement between of the Representatives and the Company. Delivery to the Underwriters Company (such date and time of delivery and payment for the Shares being herein called the “Closing Date”) or on the applicable Option Closing Date (or at such other time on the same or on such other date, in any Additional Shares to be purchased by event not later than the third Business Day thereafter, as the Underwriters and the Company may agree in writing). Delivery of the Shares shall be made against payment by the Representatives of the purchase price thereof, to or upon the order of the Company by wire transfer payable in same-day funds to an account specified by the Company. The Shares will be delivered to the Representatives for the respective accounts of the several Underwriters through the facilities of The Depository Trust Company (“DTC”) and will be made available for inspection by the Representatives at the offices of Raymond James & AssociatesPillsbury Xxxxxxxx Xxxx Xxxxxxx LLP, Inc.New York, 880 Carillon ParkwayNew York, St. Petersburgnot later than 1:00 p.m., Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx (New York time on the "Additional Closing Date") (which may be the same as Business Day before the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives on behalf of the Underwriters to the Company, of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional applicable Option Closing Date, as the case may be, or such other date, time and place as the Representatives and the Company may agree. Such The certificates evidencing the Shares to be purchased hereunder, if Shares are issued in certificated form, shall be made available to you to, or at the direction of, the Representatives in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida New York City time, on the business day immediately Business Day next preceding the Closing Date or the Additional any Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder hereunder, if Shares are issued in certificated form, shall be delivered to you to, or at the direction of, the Representatives on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account specified in writing, not later than the close order of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James Milbank, Tweed, Xxxxxx & AssociatesXxXxxx, Inc.Xxx Xxxxx Xxxxxxxxx Plaza, 880 Carillon ParkwayNew York, St. PetersburgNY 10005, Xxxxxdx xx at 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon , xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1996 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James Milbank, Tweed, Xxxxxx & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx XxXxxx at such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available certified or official bank check or checks payable in New York Clearing House (next day) funds to an account specified in writing, not later than the close order of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & AssociatesSmitx Xxxxxx Xxx., Inc.333 Xxxx 00xx Xxxxxx, 880 Carillon ParkwayXxx Xxxx, St. PetersburgXxx Xxxx 00000, Xxxxxdx xx 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon February 19, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1997 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Underwriters and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Smitx Xxxxxx Xxx. at such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives on behalf of the Underwriters Smitx Xxxxxx Xxx. to the Company, Company of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you the Underwriters and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you the Underwriters shall request prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you the Underwriters in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you the Underwriters on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account specified designated in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, writing by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Xxxxxx Xxxxxxxx Xxxxx & AssociatesXxxxxxxx LLP, Inc.Xxx Xxxxxxx Xxxxx, 880 Carillon ParkwayXxx Xxxx, St. PetersburgXxx Xxxx 00000, Xxxxxdx xx 10:00 a.m.or at such other place as shall be agreed upon by the Representatives and the Company, St. Peterxxxxxat 9:00 A.M. (New York City time) on March 17, Xxxxxxx xxxx2017, xxxx xxxxxxxx xxxx xxxxx or such other time not later than ten business days after such date as shall be agreed upon by the Representatives and the Company (such time and date of this Agreement (payment and delivery being herein called the "Closing Date"“First Time of Delivery”). The place of closing for the Firm Shares and the Closing Date First Time of Delivery may be varied by agreement between the Representatives and the Company. The Company hereby acknowledges that circumstances under which the Representatives may provide notice to postpone the First Time of Delivery as originally scheduled include any reasonable determination by the Company or the Representatives to recirculate or otherwise make available to the public an amended or supplemented General Disclosure Package or Prospectus. In addition, in the event that any or all of the Optional Shares are purchased by the Underwriters, delivery to the Underwriters of of, and payment for any Additional of the purchase price for, such Optional Shares to be purchased by the Underwriters shall be made at the above mentioned offices of Raymond James Xxxxxx Xxxxxxxx Xxxxx & AssociatesXxxxxxxx LLP, Inc.or at such other place as shall be agreed upon by the Representatives and the Company, 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on each Additional Time of Delivery (as defined below) as specified in the "Additional Closing Date") notice from the Representatives to the Company (which may be the same as the Closing DateFirst Time of Delivery, but shall in no event be earlier than the Closing Date First Time of Delivery nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives on behalf of the Underwriters to the Company, of the Underwriters' ’ determination to purchase purchase, severally and not jointly, a number, specified in such notice, of Additional Optional Shares. Such Each such notice may be given at any time within 30 days after the date hereof and must set forth (i) the aggregate number of Optional Shares as to which the ProspectusUnderwriters are exercising the option and (ii) the names and denominations for which the Optional Shares are to be registered. The place of closing for the Additional Optional Shares and the any Additional Closing Date Time of Delivery may be varied by agreement between you the Representatives and the Company. Certificates Each such time and date for delivery of the Firm Optional Shares and for any is herein called an “Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.Time of Delivery,” and, St. Petersburgtogether with the First Time of Delivery, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. is herein called a “Time of Delivery.” The certificates evidencing the Firm Shares and any Additional Optional Shares to be purchased hereunder shall be delivered to you the Representatives for the respective accounts of the Underwriters for the Shares to be purchased by them on the Closing Date First Time of Delivery or the any Additional Closing DateTime of Delivery, as the case may be, against payment of the applicable purchase price therefore therefor by wire transfer of immediately available funds to an account one or more accounts specified in writing, not later than the close of business on the business day next preceding the Closing Date First Time of Delivery or the Additional Closing DateTime of Delivery, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. Delivery of the Shares shall be made through the facilities of The Depository Trust Company unless the Representatives shall otherwise instruct. It is understood that the Representatives have been authorizedauthorized by each Underwriter, for their own account and the respective accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the applicable purchase price per Share for for, the Firm Shares and the Additional Optional Shares, if any, that the Underwriters Underwriters, acting severally and not jointly, have agreed to purchase. Raymond James Xxxxxxx Sachs, Credit Suisse and Associates, Inc.Xxxxxxx Xxxxx, individually and not as Representaxxxxx xf xxx Representatives of the Underwriters, may, may (but shall not be obligated to, ) make payment of the purchase price for any the Firm Shares or the Optional Shares, if any, to be purchased by any Underwriter whose funds shall have not have been received by the Representatives by the Closing Date First Time of Delivery or the any Additional Closing DateTime of Delivery, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementhereunder.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor for the Shares shall be made at the offices of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx xx 10:00 a.m., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon October 11, xxxx xxxxxxxx xxxx xxxxx 2016, or at such time on such later date not more than three (3) Business Days after the foregoing date of this Agreement (as the "Closing Date"). The place of closing for the Firm Shares Representatives shall designate, which date and the Closing Date time may be varied postponed by mutual written agreement between of the Representatives and the Company. Delivery to the Underwriters Company (such date and time of delivery and payment for the Shares being herein called the “Closing Date”) or on the applicable Option Closing Date (or at such other time on the same or on such other date, in any Additional Shares to be purchased by event not later than the third Business Day thereafter, as the Underwriters and the Company may agree in writing). Delivery of the Shares shall be made against payment by the Representatives of the purchase price thereof, to or upon the order of the Company by wire transfer payable in same-day funds to an account specified by the Company. The Shares will be delivered to the Representatives for the respective accounts of the several Underwriters through the facilities of The Depository Trust Company (“DTC”) and will be made available for inspection by the Representatives at the offices of Raymond James & AssociatesPillsbury Xxxxxxxx Xxxx Xxxxxxx LLP, Inc.New York, 880 Carillon ParkwayNew York, St. Petersburgnot later than 1:00 p.m., Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx (New York City time on the "Additional Closing Date") (which may be the same as Business Day before the Closing Date, but shall in no event be earlier than or the applicable Option Closing Date nor earlier than three nor later than ten business days after Date, as the giving of case may be, or such other date, time and place as the notice hereinafter referred to) as Representatives and the Company may agree. The Shares shall be specified in a written noticeglobal form registered in the name of Cede & Co., from as nominee for DTC. Certificate(s) for the Representatives on behalf of the Underwriters Preferred Shares shall be delivered to the Company, of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the Additional Shares Depositary and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names the name of Cede & Co., as nominee for DTC and in such denominations as you the Representatives shall request prior to 1:00 p.m.P.M., St. Petersburg, Florida New York City time, not later than on the second full business day Business Day next preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you to, or at the direction of, the Representatives in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida New York City time, on the business day immediately Business Day next preceding the Closing Date or the Additional any Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder hereunder, if Shares are issued in certificated form, shall be delivered to you to, or at the direction of, the Representatives on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account specified in writing, not later than the close order of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx at 10:00 a.m., St. Petersburg, Xxxxxdx xx 10:00 a.m.Florida time, on May 3, 2016, or such other place, time and date not later than 1:30 p.m., St. PeterxxxxxPetersburg, Xxxxxxx xxxxFlorida time, xxxx xxxxxxxx xxxx xxxxx on May 12, 2016, as the Representative shall designate by notice to the Company (the time and date of this Agreement (such closing are called the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Representative and the Company. The Company hereby acknowledges that circumstances under which the Representative may provide notice to postpone the Closing Date as originally scheduled include any determination by the Company or the Representative to recirculate to the public copies of an amended or supplemented Prospectus or a delay as contemplated by the provisions of Section 11 hereof. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx, at 10:00 a.m., St. Petersburg, XxxxxdxFlorida time, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on such date or dates (the "“Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives Representative on behalf of the Underwriters to the Company, of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriters are exercising the option and (ii) the names and denominations in which the certificates for which the Additional Shares are to be registered. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you the Representative and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you the Representative on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for Delivery of the Shares sold by the Company hereunder shall be delivered by made through the Representatives via wire transfer to facilities of The Depositary Trust Company unless the CompanyRepresentative shall otherwise instruct. It is understood that the Representatives have Representative has been authorized, for their its own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James Xxxxxxx Xxxxx and Associates, Inc., individually and not as Representaxxxxx xf xxx Representative of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives Representative by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & AssociatesSmitx Xxxxxx Xxx., Inc.388 Xxxxxxxxx Xxxxxx, 880 Carillon ParkwayXxx Xxxx, St. PetersburgXX 00000, Xxxxxdx xx 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon August __, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1997 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between among you, the Representatives Company and the CompanyAttorneys-in-Fact. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Smitx Xxxxxx Xxx. at such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company and the Attorneys-in-Fact of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you among you, the Company and the CompanyAttorneys-in-Fact. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of therefor in immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementfunds.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & AssociatesSmitx Xxxxxx Xxx., Inc.388 Xxxxxxxxx Xxxxxx, 880 Carillon ParkwayXxx Xxxx, St. PetersburgXX 00000, Xxxxxdx xx 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon May 29, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1997 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices office of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Smitx Xxxxxx Xxx. mentioned above at such time and on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of any payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & AssociatesSmitx Xxxxxx Xxx., Inc.388 Xxxxxxxxx Xxxxxx, 880 Carillon ParkwayXxx Xxxx, St. PetersburgXX 00000, Xxxxxdx xx 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon November 19, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1996 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Smitx Xxxxxx Xxx. at such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of therefor in immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementfunds.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx, at 10:00 a.m., St. Petersburg, Xxxxxdx xx 10:00 a.m.Florida time, St. Peterxxxxxon October ___, Xxxxxxx xxxx, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1995 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx, at 10:00 a.m., St. Petersburg, XxxxxdxFlorida time, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on such date or dates (the "Additional Closing Date") (which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company and the Selling Shareholders that are selling Additional Shares of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given to the Company and the Selling Shareholders that are selling Additional Shares by you at any time within 30 days prior to the 28th day after the date of the Prospectus. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between among you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available in federal (same day) funds to an account specified in writing, not later than the close designated account(s) established on behalf of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorizedat LaSalle National Bank, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.N.A.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters Underwriter of the Firm Shares and payment therefor shall be made at the offices of Raymond James Morgan Keegan & AssociatesCompany, Inc.One Buckhead Plaza, 880 Carillon Parkway3060 Peachtree Road, St. PetersburgN.W. Xxxxx 000, Xxxxxdx xx Atlanta, Georgia at 10:00 a.m.AM., St. PeterxxxxxAxxxxxx, Xxxxxxx xxxx, xx Xxxxxxx 00, 0000, xx xxxx xxxxxxxx xxxer place, time and date not later than 10:00 AM., Atlanta, Georgia time, on October 31, 2005, as Morgan Keegan shall designate by notice to the Company (the time and xxxx xxxxx the date of this Agreement (xx xxxx closing are called the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Morgan Keegan and the Company. The Company hereby acknowledges that cixxxxxxxxxxx under which Morgan Keegan may provide notice to postpone the Closing Date as orxxxxxxxx xxheduled include, without limitation, any determination by the Company or Morgan Keegan to recirculate to the public copies of an amended or xxxxxxxxxxxx Prospectus or a delay as contemplated by the provisions of Section 11 hereof. Delivery to the Underwriters Underwriter of any Additional Shares and payment for any Additional Shares to be purchased by the Underwriters Underwriter shall be made at the offices of Raymond James Morgan Keegan & AssociatesCompany, Inc.One Buckhead Plaza, 880 Carillon Parkway3060 Peachtree Road, St. PetersburgX.X. Xxxxx 000, XxxxxdxAtlanta, xx Georgia, at 10:00 a.m.AM., St. PetexxxxxxXxxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx (the xxxx, xn "Additional Closing Date") (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from Morgan Keegan to the Representatives on behalf Company of the Underwriters to the Company, of the Underwriters' Underwriter's determination to purchase a numberpxxxxxxx x xxxber, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriter is exercising the option and (ii) the names and denominations in which the certificates for which the Additional Shares are to be registered. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you Morgan Keegan and the Company. Certificates for the Firm Shares and for Shxxxx xxx xxx any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.P.M., St. PetersburgAtlanta, Florida Georgia time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. PetersburgAtlanta, Florida Georgia or such other location designated by Morgan Keegan for inspection and packaging not later than 9:30 a.m.AM., St. PetersburgAtxxxxx, Florida Xxxxxia time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you by the Company on the Closing Date or the Additional Closing Date, as the case may be, against payment by the Underwriter of the purchase price therefore therefor by wire transfer of immediately available funds to an account specified by the Company in writing, writing not later than the close of business on the business day next immediately preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer Underwriter to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by Company on the Closing Date or the and each Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx at 10:00 a.m., St. Petersburg, Xxxxxdx xx 10:00 a.m.Florida time, on [ ], 2014 or such other place, time and date not later than 1:30 p.m., St. PeterxxxxxPetersburg, Xxxxxxx xxxxFlorida time, xxxx xxxxxxxx xxxx xxxxx on [ ], 2014 as the Representatives shall designate by notice to the Company (the time and date of this Agreement (such closing are called the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives and the Company. The Company hereby acknowledges that circumstances under which the Representatives may provide notice to postpone the Closing Date as originally scheduled include any determination by the Company or the Representatives to recirculate to the public copies of an amended or supplemented Prospectus or a delay as contemplated by the provisions of Section 11 hereof. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Xxxxxxx Xxxxx & Associates, Inc., 880 Carillon Parkway000 Xxxxxxxx Xxxxxxx, Xx. Xxxxxxxxxx, Xxxxxxx, at 10:00 a.m., St. Petersburg, XxxxxdxFlorida time, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on such date or dates (the "“Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives on behalf of the Underwriters to the Company, Company of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriters are exercising the option and (ii) the names and denominations in which the certificates for which the Additional Shares are to be registered. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for Delivery of the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The certificates for the Shares, if any, will be made available to you in St. Petersburg, Florida for inspection and packaging by the Representatives at the office of DTC or its designated custodian not later than 9:30 a.m.A.M., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The Any such certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of immediately available funds to an account or accounts specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company (with respect to the payment to be made to the Company) or by the Custodian (with respect to the payment to be made to the Selling Stockholders). Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. Payment for the Shares sold by the Selling Stockholders hereunder shall be delivered by the Representatives to the Custodian (as defined herein). It is understood that the Representatives have been authorized, for their own respective account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James Each of Xxxxxxx Xxxxx and Associates, Inc.Inc. and Xxxxx Xxxxxxx & Co., individually and not as Representaxxxxx xf xxx Representatives of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement. Each Selling Stockholder hereby agrees that (i) it will pay all stock transfer taxes, stamp duties and other similar taxes, if any, payable upon the sale or delivery of the Shares to be sold by such Selling Stockholder to the several Underwriters, or otherwise in connection with the performance of such Selling Stockholder’s obligations hereunder and (ii) the Custodian is authorized to deduct for such payment any such amounts from the proceeds to such Selling Stockholder hereunder and to hold such amounts for the account of such Selling Stockholder with the Custodian under the Custody Agreement (as defined herein).

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters Underwriter of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & AssociatesSalxxxx Xxxxx Xxrxxx Xxc., Inc.388 Xxxxxxxxx Xxxxxx, 880 Carillon ParkwayXxx Xxxx, St. PetersburgXX 00000, Xxxxxdx xx xt 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon September 11, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 2001 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the Company. Delivery to the Underwriters Underwriter of and payment for any Additional Shares to be purchased by the Underwriters Underwriter shall be made at the offices office of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Salxxxx Xxxxx Xxrney Inc. mentioned above at such time and on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives on behalf of the Underwriters you to the Company, Company of the Underwriters' your determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Additional Shares may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.P.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional any Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of therefor in immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementfunds.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & Associates, Xxxxx Xxxxxx Inc., 880 Carillon Parkway000 Xxxxxxxxx Xxxxxx, St. PetersburgXxx Xxxx, Xxxxxdx xx XX 00000, at 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon _________________, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1997 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between among you, the Representatives Company and the CompanyAttorneys-in-Fact. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Xxxxx Xxxxxx Inc. at such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company and the Attorneys-in-Fact of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you among you, the Company and the CompanyAttorneys-in-Fact. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request by written notice prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on or before the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account the accounts specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold writing by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this AgreementAttorneys-in-Fact.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James & Associates, Xxxxx Xxxxxx Inc., 880 Carillon Parkway000 Xxxxxxxxx Xxxxxx, St. PetersburgXxx Xxxx, Xxxxxdx xx Xxx Xxxx 00000, at 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon ________, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1996 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between among you, the Representatives Company, Xxxxxx and the CompanyAttorney-in-Fact. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Xxxxx Xxxxxx Inc. at such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Additional Shares may be varied by agreement between among you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request by written notice, it being understood that a facsimile transmission shall be deemed written notice, prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfers payable to the order of the Company and the Selling Stockholders (after giving effect to the reduction for payment of the exercise price of the Options and the Xxxxxx Warrant, which shall be deducted from the purchase price and remitted by wire transfer of immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing DateCompany), as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Sandler X’Xxxxx & AssociatesPartners, L.P., Inc., 880 Carillon Parkway1251 Avenue of the Americas, St. Petersburg0xx Xxxxx, Xxxxxdx xx Xxx Xxxx, Xxx Xxxx at 10:00 a.m., St. PeterxxxxxNew York, Xxxxxxx xxxxNew York time, xxxx xxxxxxxx xxxx xxxxx on November 12, 2015 or such other place, time and date not later than 12:00 p.m., New York, New York time, ten business days after such date as the Representative shall designate by notice to the Company (the time and date of this Agreement (such closing are called the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Representative and the Company. The Company hereby acknowledges that circumstances under which the Representative may provide notice to postpone the Closing Date as originally scheduled include any determination by the Company or the Representative to recirculate to the public copies of an amended or supplemented Prospectus or a delay as contemplated by the provisions of Section 11 hereof. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Sandler X’Xxxxx & AssociatesPartners, Inc.L.P., 880 Carillon Parkway1251 Avenue of the Americas, St. Petersburg6th Floor, Xxxxxdx, xx at 10:00 a.m., St. PetexxxxxxNew York, Xxxxxxx xxxxNew York time, xx xxxx xxxx xx xxxxx on such date or dates (the "“Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives Representative on behalf of the Underwriters to the Company, of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriters are exercising the option and (ii) the names and denominations in which the certificates, if any, for which the Additional Shares are to be registered. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing Delivery of the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered made to you the Representative on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of immediately available funds to an account or accounts specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. The Company shall deliver the Firm Shares and the Additional Shares, if any, through the facilities of the Depository Trust Company unless the Representative shall otherwise instruct. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer Representative to the Company. It is understood that the Representatives have Representative has been authorized, for their its own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and AssociatesSandler X’Xxxxx & Partners, Inc.L.P., individually and not as Representaxxxxx xf xxx Representative of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives Representative by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James & AssociatesGxxxxxxxx Xxxxxxx, Inc.XXX, 880 Carillon Parkway200 Park Avenue, St. PetersburgNew York, Xxxxxdx xx New York at 10:00 a.m., St. PeterxxxxxNew York, Xxxxxxx xxxxNew York time, xxxx xxxxxxxx xxxx xxxxx on December 13, 2016, or such other place, time and date not later than 1:30 p.m., New York, New York time, on the third business day thereafter as the Representatives shall designate by notice to the Company (the time and date of this Agreement (such closing are called the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives and the Company. The Company hereby acknowledges that circumstances under which the Representatives may provide notice to postpone the Closing Date as originally scheduled include any determination by the Company or the Representatives to recirculate to the public copies of an amended or supplemented Prospectus or a delay as contemplated by the provisions of Section 13 hereof. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James & AssociatesGxxxxxxxx Traurig, Inc.LLP, 880 Carillon Parkway200 Xxxx Xxxxxx, St. PetersburgXxx Xxxx, XxxxxdxXxx Xxxx, xx at 10:00 a.m., St. PetexxxxxxNew York, Xxxxxxx xxxxNew York time, xx xxxx xxxx xx xxxxx on such date or dates (the "“Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives on behalf of the Underwriters to the Company, of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriters are exercising the option and (ii) the names and denominations in which the certificates for which the Additional Shares are to be registered. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you the Representatives and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing Delivery of the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on made through the Closing Date or the Additional Closing Date, as the case may be, facilities of The Depository Trust Company against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account or accounts specified in writing, not later than the close of business on the business day next immediately preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and for the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price Purchase Price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James Each of Rxxxxxx Jxxxx and Associates, Inc.Inc. and Jxxxxxxxx LLC, individually and not as Representaxxxxx xf xxx the representative of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James & Associatesthe Representative, Inc.000 Xxxxxxxx Xxxxxxx, 880 Carillon ParkwayXx. Xxxxxxxxxx, Xxxxxxx at 10:00 a.m., St. Petersburg, Xxxxxdx xx 10:00 a.m.Florida time, on January 23, 2014, or such other place, time and date not later than 1:30 p.m., St. PeterxxxxxPetersburg, Xxxxxxx xxxxFlorida time, xxxx xxxxxxxx xxxx xxxxx on January 23, 2014 as the Representative shall designate by notice to the Company (the time and date of this Agreement (such closing are called the "“Closing Date"”). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Representative and the Company. The Company hereby acknowledges that circumstances under which the Representative may provide notice to postpone the Closing Date as originally scheduled include any determination by the Company or the Representative to recirculate to the public copies of an amended or supplemented Prospectus or a delay as contemplated by the provisions of Section 11 hereof. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James & Associatesthe Representative, Inc.000 Xxxxxxxx Xxxxxxx, 880 Carillon ParkwayXx. Xxxxxxxxxx, Xxxxxxx, at 10:00 a.m., St. Petersburg, XxxxxdxFlorida time, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx on such date or dates (the "“Additional Closing Date"”) (which may be the same as the Closing Date, but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, from the Representatives Representative on behalf of the Underwriters to the Company, of the Underwriters' ’ determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the ProspectusProspectus and must set forth (i) the aggregate number of Additional Shares as to which the Underwriters are exercising the option and (ii) the names and denominations in which the certificates for which the Additional Shares are to be registered. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between you the Representative and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you the Representative on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of immediately available funds to an account the account(s) specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for Delivery of the Shares sold by the Company hereunder shall be delivered by made through the Representatives via wire transfer to facilities of The Depositary Trust Company unless the CompanyRepresentative shall otherwise instruct. It is understood that the Representatives have Representative has been authorized, for their its own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James Xxxxxxx Xxxxx and Associates, Inc., individually and not as Representaxxxxx xf xxx Representative of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives Representative by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor for the Shares shall be made at the offices of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx xx 10:00 a.m., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon September 17, xxxx xxxxxxxx xxxx xxxxx 2019, or at such time on such later date not more than four (five, if the pricing occurs after 4:00 p.m. (Eastern time) on any given day) Business Days after the foregoing date of this Agreement (as the "Closing Date"). The place of closing for the Firm Shares Representatives shall designate, which date and the Closing Date time may be varied postponed by mutual written agreement between of the Representatives and the Company. Delivery to the Underwriters Company (such date and time of delivery and payment for the Shares being herein called the “Closing Date”) or on the Option Closing Date (or at such other time on the same or on such other date, in any Additional event not later than the third business day thereafter, as the Underwriters and the Company may agree in writing). Delivery of the Shares shall be made against payment by the Representatives of the purchase price thereof, to or upon the order of the Company by wire transfer payable in same-day funds to an account specified by the Company. The Shares will be purchased delivered to the Representatives for the respective accounts of the several Underwriters through the book-entry facilities of The Depository Trust Company (“DTC”) and will be made available for inspection by the Underwriters shall be made by 1:00 p.m. New York City time at least 24 hours prior to the offices of Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx (Closing Date or the "Additional Closing Date") (which may be the same as the Option Closing Date, but as the case may be, at such place as the Underwriters and the Company shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as agree. The Shares shall be specified in a written noticeglobal form registered in the name of Cede & Co., from as nominee for DTC. Certificate(s) for the Representatives on behalf of the Underwriters Preferred Shares shall be delivered to the Company, of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the Additional Shares Depositary and the Additional Closing Date may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names the name of Cede & Co., as nominee for DTC and in such denominations as you the Representatives shall request prior to 1:00 p.m.P.M., St. Petersburg, Florida New York City time, not later than on the second full business day Business Day preceding the Closing Date or the Additional Option Closing Date, as the case may be. Such certificates shall be made available to you to, or at the direction of, the Representatives in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately Business Day next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you to, or at the direction of, the Representatives on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account specified in writing, not later than the close order of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.

Delivery of the Shares and Payment Therefor. Delivery to the -------------------------------------------- Underwriters of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James Xxxxxx Xxxxxx & AssociatesXxxxxxx, Inc.00 Xxxx Xxxxxx, 880 Carillon ParkwayXxx Xxxx, St. PetersburgX.X. 00000, Xxxxxdx xx at 10:00 a.m.A.M., St. PeterxxxxxNew York City time, Xxxxxxx xxxxon [ ], xxxx xxxxxxxx xxxx xxxxx the date of this Agreement 1997 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices aforementioned office of Raymond James Xxxxxx Xxxxxx & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx at such time on such date (the "Additional Option Closing Date") (), which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of therefor in immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementfunds.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters Underwriter of and payment for the Firm Shares and payment therefor shall be made at the offices office of Raymond James Latham & AssociatesWatkins, Inc.885 Third Avenue, 880 Carillon ParkwayNew York, St. PetersburgNew York 10022 at 10:00 X.X., Xxxxxdx xx 10:00 a.m., St. Peterxxxxx, Xxxxxxx Xxx Xxxk Xxxx xxxx, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement xx Xxxxxxx 00, 0000 (the xxx "Closing Xxxxxng Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives Underwriter and the Company. Delivery to the Underwriters Underwriter of and payment for any Additional Shares to be purchased by the Underwriters Underwriter shall be made at the offices aforementioned office of Raymond James Latham & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Xxxxxdx, xx 10:00 a.m., St. Petexxxxxx, Xxxxxxx xxxx, xx xxxx xxxx xx xxxxx Watkins at such time on such date (the "Additional Option Closing DateDatx") (which may be ), xhicx xxx xe the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three two nor later than ten five business days after the giving of the notice hereinafter referred to) , as shall be specified in a written notice, notice from the Representatives on behalf Underwriter to the Company of the Underwriters to the Company, of the Underwriters' Underwriter's determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given at any time within 30 days after the date of the Prospectus. The place of closing for the any Additional Shares and the Additional Option Closing Date for such Shares may be varied by agreement between you the Underwriter and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you the Underwriter shall request prior to 1:00 p.m.9:30 A.M., St. Petersburg, Florida New York City time, not later than on the second full business day preceding the Closing Date or the Additional any Option Closing Date, as the case may be. Such certificates shall be made available to you the Underwriter in St. Petersburg, Florida New York City for inspection and packaging not later than 9:30 a.m.A.M., St. Petersburg, Florida New York City time, on the business day immediately next preceding the Closing Date or the Additional Option Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you the Underwriter on the Closing Date or the Additional Option Closing Date, as the case may be, against payment of the purchase price therefore by wire transfer of therefor in immediately available funds to an account specified in writing, not later than the close of business on the business day next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementfunds.

Delivery of the Shares and Payment Therefor. Delivery to the Underwriters of the Firm Shares and payment therefor shall be made at the offices of Raymond James Raymxxx Xxxex & AssociatesXssociates, Inc., 880 Carillon ParkwayXxxxxxxx Xxxxxxx, St. PetersburgXx. Xxxxxxxxxx, Xxxxxdx Xxxxxxx, xx 10:00 a.m., St. PeterxxxxxPetersburg, Xxxxxxx xxxxFlorida time, xxxx xxxxxxxx xxxx xxxxx the date of this Agreement on November __, 1997 (the "Closing Date"). The place of closing for the Firm Shares and the Closing Date may be varied by agreement between the Representatives you and the Company. Delivery to the Underwriters of and payment for any Additional Shares to be purchased by the Underwriters shall be made at the offices of Raymond James Raymxxx Xxxex & AssociatesXssociates, Inc., 880 Carillon ParkwayXxxxxxxx Xxxxxxx, St. PetersburgXx. Xxxxxxxxxx, XxxxxdxXxxxxxx, xx 10:00 a.m., St. PetexxxxxxPetersburg, Xxxxxxx xxxxFlorida time, xx xxxx xxxx xx xxxxx on such date or dates (the "Additional Closing Date") (which may be the same as the Closing Date, Date but shall in no event be earlier than the Closing Date nor earlier than three nor later than ten business days after the giving of the notice hereinafter referred to) as shall be specified in a written notice, notice from the Representatives you on behalf of the Underwriters to the Company, Company of the Underwriters' determination to purchase a number, specified in such notice, of Additional Shares. Such notice may be given to the Company by you at any time within 30 days after the date of the Prospectus. The place of closing for the Additional Shares and the Additional Closing Date may be varied by agreement between among you and the Company. Certificates for the Firm Shares and for any Additional Shares to be purchased hereunder shall be registered in such names and in such denominations as you shall request prior to 1:00 p.m., St. Petersburg, Florida time, not later than the second full business day preceding the Closing Date or the Additional Closing Date, as the case may be. Such certificates shall be made available to you in St. Petersburg, Florida for inspection and packaging not later than 9:30 a.m., St. Petersburg, Florida time, on the business day immediately preceding the Closing Date or the Additional Closing Date, as the case may be. The certificates evidencing the Firm Shares and any Additional Shares to be purchased hereunder shall be delivered to you on the Closing Date or the Additional Closing Date, as the case may be, against payment of the purchase price therefore therefor by wire transfer of immediately available funds to an account specified certified or official bank check or checks payable in writing, not later than the close of business on the business day New York Clearing House (next preceding the Closing Date or the Additional Closing Date, as the case may be, by the Company. Payment for the Shares sold by the Company hereunder shall be delivered by the Representatives via wire transfer to the Company. It is understood that the Representatives have been authorized, for their own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price per Share for the Firm Shares and the Additional Shares, if any, that the Underwriters have agreed to purchase. Raymond James and Associates, Inc., individually and not as Representaxxxxx xf xxx Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreementday) funds.