Common use of Electronic Prospectus Clause in Contracts

Electronic Prospectus. If so requested by an Underwriter, the Company shall cause to be prepared and delivered, at its expense, within one business day from the effective date of this Agreement, to the Underwriter an “electronic Prospectus” to be used by the Underwriters in connection with the offering and sale of the Shares. As used herein, the term “electronic Prospectus” means a form of preliminary prospectus, Pricing Prospectus, any Issuer Free Writing Prospectus or the Prospectus, and any amendment or supplement thereto, that meets each of the following conditions: (A) it shall be encoded in an electronic format, satisfactory to the Underwriter, that may be transmitted electronically by the Underwriter and the other Underwriters to offerees and purchasers of the Shares, (B) it shall disclose the same information as such paper preliminary prospectus, Issuer Free Writing Prospectus or the Prospectus, as the case may be, and (C) it shall be in or convertible into a paper format or an electronic format, satisfactory to the Underwriter, that will allow investors to store and have continuously ready access to such preliminary prospectus, Issuer Free Writing Prospectus or the Prospectus at any future time, without charge to investors (other than any fee charged for subscription to the Internet generally). The Company hereby confirms that, if so requested by a Underwriter, it has included or will include in the Prospectus filed with the Commission an undertaking that, upon receipt of a request by an investor or his or her representative, the Company shall transmit or cause to be transmitted promptly, without charge, a paper copy of such paper preliminary prospectus, Issuer Free Writing Prospectus or the Prospectus to such investor or representative.

Electronic Prospectus. If so requested by an Underwriterthe Representative, the Company shall will cause to be prepared and delivered, at its expense, within one business day from the effective date of this Agreement, to the Underwriter Representative an “electronic Prospectus” to be used by the Underwriters in connection with the offering and sale of the Shares. As used herein, the term “electronic Prospectus” means a form of preliminary prospectus, Pricing ProspectusDisclosure Package, any Issuer Free Writing Prospectus or the Prospectus, and any amendment or supplement thereto, that meets each of the following conditions: (A) it shall be encoded in an electronic format, satisfactory to the UnderwriterRepresentative, that may be transmitted electronically by the Underwriter Representative and the other Underwriters to offerees and purchasers of the Shares, (B) it shall disclose the same information as such paper preliminary prospectus, Issuer Free Writing Prospectus or the Prospectus, as the case may be, and (C) it shall be in or convertible into a paper format or an electronic format, satisfactory to the UnderwriterRepresentative, that will allow investors to store and have continuously ready access to such preliminary prospectus, Issuer Free Writing Prospectus or the Prospectus at any future time, without charge to investors (other than any fee charged for subscription to the Internet generally). The Company hereby confirms that, if so requested by a Underwriterthe Representative, it has included or will include in the Prospectus filed with the Commission an undertaking that, upon receipt of a request by an investor or his or her representative, the Company shall transmit or cause to be transmitted promptly, without charge, a paper copy of such paper preliminary prospectus, Issuer Free Writing Prospectus or the Prospectus to such investor or representative.

Electronic Prospectus. If so requested by an Underwriterthe Representatives, the Company shall cause to be prepared and delivered, at its expense, within one business day from the effective date of this Agreement, to the Underwriter Representatives an “electronic Prospectusprospectus” to be used by the Underwriters in connection with the offering and sale of the Shares. As used herein, the term “electronic Prospectusprospectus” means a form of preliminary prospectus, Pricing Prospectus, any Issuer Free Writing Prospectus or the Prospectus, and any amendment or supplement thereto, that meets each of the following conditions: (A) it shall be encoded in an electronic format, satisfactory to the UnderwriterRepresentatives, that may be transmitted electronically by the Underwriter Representatives and the other Underwriters to offerees and purchasers of the Shares, (B) it shall disclose the same information as such paper preliminary prospectus, Issuer Free Writing Prospectus or the Prospectus, as the case may be, and (C) it shall be in or convertible into a paper format or an electronic format, satisfactory to the UnderwriterRepresentatives, that will allow investors to store and have continuously ready access to such preliminary prospectus, Issuer Free Writing Prospectus or the Prospectus at any future time, without charge to investors (other than any fee charged for subscription to the Internet generally). The Company hereby confirms that, if so requested by a Underwriterthe Representatives, it has included or will include in the Prospectus filed with the Commission an undertaking that, upon receipt of a request by an investor or his or her representative, the Company shall transmit or cause to be transmitted promptly, without charge, a paper copy of such paper preliminary prospectus, Issuer Free Writing Prospectus or the Prospectus to such investor or representative.

Electronic Prospectus. If so requested by an Underwriterthe Underwriters, the Company shall cause to be prepared and delivered, at its expense, within one business day from the effective date of this Agreement, to the Underwriter Underwriters an “electronic Prospectus” to be used by the Underwriters in connection with the offering and sale of the Shares. As used herein, the term “electronic Prospectus” means a form of preliminary prospectus, Pricing Prospectus, any Issuer Free Writing Prospectus or the Prospectus, and any amendment or supplement thereto, that meets each of the following conditions: (A) it shall be encoded in an electronic format, satisfactory to the UnderwriterUnderwriters, that may be transmitted electronically by the Underwriter and the other Underwriters to offerees and purchasers of the Shares, (B) it shall disclose the same information as such paper preliminary prospectus, Issuer Free Writing Prospectus or the Prospectus, as the case may be, and (C) it shall be in or convertible into a paper format or an electronic format, satisfactory to the Underwriter, that will allow investors to store and have continuously ready access to such preliminary prospectus, Issuer Free Writing Prospectus or the Prospectus at any future time, without charge to investors (other than any fee charged for subscription to the Internet generally). The Company hereby confirms that, if so requested by a Underwriter, it has included or will include in the Prospectus filed with the Commission an undertaking that, upon receipt of a request by an investor or his or her representative, the Company shall transmit or cause to be transmitted promptly, without charge, a paper copy of such paper preliminary prospectus, Issuer Free Writing Prospectus or the Prospectus to such investor or representative.

Electronic Prospectus. If so requested by an Underwriterthe Representatives, the Company shall cause to be prepared and delivered, at its expense, within one business day from the effective date of this AgreementAgreement (or such later time as may be agreed to by the Company and the Representatives), to the Underwriter Representatives an “electronic Prospectus” to be used by the Underwriters in connection with the offering and sale of the Shares. As used herein, the term “electronic Prospectus” means a form of preliminary prospectus, Pricing the most recent Preliminary Prospectus, any Issuer Free Writing Prospectus or the Prospectus, and any amendment or supplement thereto, that meets each of the following conditions: (Ai) it shall be encoded in an electronic format, satisfactory to the UnderwriterRepresentatives, that may be transmitted electronically by the Underwriter Representatives and the other Underwriters to offerees and purchasers of the Shares, (Bii) it shall disclose the same information as such paper preliminary prospectusPreliminary Prospectus, Issuer Free Writing Prospectus or the Prospectus, as the case may be, and (Ciii) it shall be in or convertible into a paper format or an electronic format, satisfactory to the UnderwriterRepresentatives, that will allow investors to store and have continuously ready access to such preliminary prospectusPreliminary Prospectus, Issuer Free Writing Prospectus or the Prospectus at any future time, without charge to investors (other than any fee charged for subscription to the Internet generally). The Company hereby confirms that, if so requested by a Underwriterthe Representatives, it has included or will include in the Prospectus filed with the Commission an undertaking that, upon receipt of a request by an investor or his or her representative, the Company shall transmit or cause to be transmitted promptly, without charge, a paper copy of such paper preliminary prospectusPreliminary Prospectus, Issuer Free Writing Prospectus or the Prospectus to such investor or representative.

Electronic Prospectus. If so requested by an Underwriter, the The Company shall cause to be prepared and delivereddelivered to the Representative, at its the Company’s expense, within one business day promptly, but in no event later than two (2) Business Days from the effective date of this Agreement, to the Underwriter an “electronic Prospectus” Electronic Prospectus to be used by the Underwriters Underwriter in connection with the offering and sale of the SharesOffering. As used herein, the term “electronic Electronic Prospectus” means a form of preliminary prospectus, Pricing Prospectus, any Issuer Free Writing Prospectus or the Prospectus, and any amendment or supplement thereto, that meets each of the following conditions: (Ai) it shall be encoded in an electronic format, satisfactory to the UnderwriterRepresentative, that may be transmitted electronically by the other Underwriter and the other Underwriters to offerees and purchasers of the Shares, Shares for at least the period during which a prospectus relating to the Shares is required to be delivered under the Act; (Bii) it shall disclose the same information as the paper prospectus and prospectus filed pursuant to E▇▇▇▇, except to the extent that graphic and image material cannot be disseminated electronically, in which case such paper preliminary prospectus, Issuer Free Writing Prospectus graphic and image material shall be replaced in the electronic prospectus with a fair and accurate narrative description or the Prospectustabular representation of such material, as the case may be, appropriate; and (Ciii) it shall be in or convertible into a paper format or an electronic format, satisfactory to the UnderwriterRepresentative, that will allow investors recipients thereof to store and have continuously ready access to such preliminary prospectus, Issuer Free Writing Prospectus or the Prospectus prospectus at any future time, without charge to investors such recipients (other than any fee charged for subscription to the Internet generallyas a whole and for on-line time). The Company hereby confirms that, if so requested by a Underwriter, that it has included or will include in the Prospectus filed pursuant to E▇▇▇▇ or otherwise with the Commission and in the Registration Statement at the time it was declared effective an undertaking that, upon receipt of a request by an investor or his or her representativerepresentative within the period when a prospectus relating to the Shares is required to be delivered under the Act, the Company shall transmit or cause to be transmitted promptly, without charge, a paper copy of such paper preliminary prospectus, Issuer Free Writing Prospectus or the Prospectus to such investor or representativeProspectus.